[Form 4] Primoris Services Corporation Insider Trading Activity

Rhea-AI Filing Summary

Form 4 filing overview – Primoris Services Corp. (PRIM)

Director Terry D. McCallister acquired 499 restricted common shares on 30 Jul 2025 under the non-employee director compensation plan approved May 2011 (updated Jul 2024). The award is valued at $37,500, based on PRIM’s average June 2025 closing price, and may not be sold for 12 months. Following the grant, McCallister holds 20,227 shares directly and 10,000 shares indirectly through the Terry D. McCallister Trust dated 6/14/2013. No disposals or derivative securities were reported.

The transaction modestly increases insider ownership but represents routine annual board compensation rather than a strategic purchase. It has no immediate earnings, cash-flow or control impact and does not alter the company’s capital structure.

Insights

Securities Analyst

TL;DR: Routine director stock grant; immaterial to valuation or control.

The 499-share grant (~$37.5k) equals a <1% uptick in McCallister’s position and a negligible fraction of PRIM’s ~53 m shares outstanding. Because the award stems from the standing director compensation plan and is locked up for a year, it does not signal opportunistic buying. Insider alignment rises marginally, but liquidity, leverage, and EPS are unaffected. I view the disclosure as non-impactful for valuation models or trading outlook.

Corporate Governance Expert

TL;DR: Consistent with established board pay policy; governance posture unchanged.

The filing confirms the board’s 2011 equity-based pay framework, refreshed in 2024, remains in force, granting restricted shares instead of cash to strengthen alignment. Twelve-month transfer restrictions match standard governance best practices. No red flags—no accelerated vesting, unusual pricing, or derivative layering—appear. Consequently, shareholder rights and oversight dynamics stay intact; the event holds neutral governance impact.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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^*

MCCALLISTER TERRY D

(Last) (First) (Middle)

C/O PRIMORIS SERVICES CORPORATION

2300 NORTH FIELD STREET, SUITE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Primoris Services Corp [ PRIM ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

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

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

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

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	07/30/2025		A		499	A	(1)	20,227	D
Common Stock								10,000	I	By Trust(2)

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

Explanation of Responses:

1. The non-employee director compensation program adopted by the Board in May 2011 and updated July 2024, provides for the issuance of restricted stock with a value of $37,500. The price per share was based on the average closing price during June 2025, resulting in a grant of 499 shares of stock. The shares of stock cannot be sold for a period of twelve months from the date of grant.

2. These shares are owned by the Terry D. McCallister Trust dated 6/14/2013 and indirectly by Terry D. McCallister, as a trustee of the trust.

	/s/ Kenneth M. Dodgen, Attorney-in-Fact	07/30/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many PRIM shares did Terry D. McCallister acquire on 30 July 2025?

He received 499 restricted common shares as part of the non-employee director compensation program.

What is the total direct ownership of Terry D. McCallister after the transaction?

After the grant, he directly owns 20,227 PRIM shares.

Does McCallister hold any PRIM shares indirectly?

Yes. A separate trust holds 10,000 shares that are attributed to him indirectly.

Is the July 2025 stock grant immediately tradeable?

No. The restricted shares cannot be sold for 12 months from the grant date.

What was the dollar value assigned to the 499-share award?

The board set the value at $37,500, using PRIM’s average closing price during June 2025.