MYR Group (MYRG) SVP exercises RSUs, withholds shares for taxes

Rhea-AI Filing Summary

MYR Group Inc. senior vice president and COO C&I Don A. Egan reported routine equity compensation activity. On March 21–23, he exercised restricted stock units that had vested under the company’s 2017 Long-Term Incentive Plan, converting 1,570 RSUs into the same number of shares of common stock at no exercise price. To cover related tax obligations, a total of 665 shares of common stock were withheld at prices of 259.68 and 274.39 per share, which is a tax payment mechanism rather than an open-market sale. He also received a new award of 1,202 RSUs that vest ratably over three years, each representing one future share of common stock. After these transactions, Egan directly holds 7,858 shares of common stock and 1,202 RSUs.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Egan Don A.

(Last) (First) (Middle)

MYR GROUP INC.

12121 GRANT STREET, SUITE 610

(Street)

THORNTON COLORADO 80241

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MYR GROUP INC. [ MYRG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and COO C&I

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/21/2026		M		708(1)	A	$0(1)	7,661	D
Common Stock	03/21/2026		F		287(2)	D	$259.68	7,374	D
Common Stock	03/22/2026		M		347(3)	A	$0(3)	7,721	D
Common Stock	03/22/2026		F		152(2)	D	$259.68	7,569	D
Common Stock	03/23/2026		M		515(4)	A	$0(4)	8,084	D
Common Stock	03/23/2026		F		226(2)	D	$274.39	7,858	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
RESTRICTED STOCK UNIT	(1)	03/21/2026		M			708	03/21/2026(1)	03/21/2026(1)	Common Stock	708	$0	1,417	D
RESTRICTED STOCK UNIT	(3)	03/22/2026		M			347	03/22/2026(3)	03/22/2026(3)	Common Stock	347	$0	348	D
RESTRICTED STOCK UNIT	(4)	03/23/2026		M			515	03/23/2026(4)	03/23/2026(4)	Common Stock	515	$0	0	D
RESTRICTED STOCK UNIT	(5)	03/23/2026		A		1,202		(5)	(5)	Common Stock	1,202	$0	1,202	D

Explanation of Responses:

1. These Restricted Stock Units, which were awarded on March 21, 2025 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.

2. Represents shares of the Issuer's common stock withheld to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units granted pursuant to the Issuer's 2017 Long-Term Incentive Plan.

3. These Restricted Stock Units, which were awarded on March 22, 2024 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.

4. These Restricted Stock Units, which were awarded on March 23, 2023 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis.

5. Each Restricted Stock Unit, awarded pursuant to the Issuer's 2017 Long-Term Incentive Plan, represents a contingent right to receive one share of the Issuer's common stock. The Restricted Stock Units vest ratably over three years beginning on the first anniversary of the grant date.

Remarks:

	/s/ William F. Fry as Attorney-in-Fact for Don A. Egan	03/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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* Form 4: SEC 1474 (03-26)

FAQ

What did MYR Group (MYRG) executive Don A. Egan report on this Form 4?

Don A. Egan reported exercising restricted stock units into common shares, share withholding for taxes, and receiving a new RSU grant. These transactions reflect routine equity compensation activity under MYR Group’s 2017 Long-Term Incentive Plan rather than open-market stock purchases or sales.

How many MYR Group (MYRG) restricted stock units did Don A. Egan exercise?

Egan exercised a total of 1,570 restricted stock units into 1,570 shares of MYR Group common stock. These RSUs had been granted in prior years and vested ratably, then were settled on a one-for-one basis into shares at a zero exercise price.

Were any MYR Group (MYRG) shares sold by Don A. Egan in the market?

No open-market sales were reported. Instead, 665 shares of MYR Group common stock were withheld by the company to satisfy tax obligations triggered by RSU vesting. This tax-withholding disposition is a standard mechanism and does not represent discretionary selling.

What new equity award did Don A. Egan receive from MYR Group (MYRG)?

Egan received a grant of 1,202 restricted stock units, each representing a contingent right to one MYR Group common share. These RSUs vest ratably over three years beginning on the first anniversary of the grant date, aligning compensation with multi-year company performance.

What are Don A. Egan’s MYR Group (MYRG) holdings after these transactions?

Following the reported transactions, Egan directly holds 7,858 shares of MYR Group common stock and 1,202 restricted stock units. The RSUs will convert into additional shares over time as they vest, subject to continued service and the plan’s terms.