[Form 4] Sterling Infrastructure, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Sterling Infrastructure, Inc. (STRL) – Insider Transaction Report (Form 4)

On July 10, 2025, newly appointed Chief Financial Officer Nicholas M. Grindstaff reported the receipt of a total of 5,560 restricted stock units (RSUs) of Sterling Infrastructure common stock at $0.00 per unit, recorded under transaction code “A” (grant under Rule 16b-3).

• 5,000 RSUs: Granted in connection with his joining the company; vest in one-third increments on July 10, 2026, 2027 and 2028, subject to continued service.
• 560 RSUs: Time-vested award; vest in one-third increments on December 31, 2025, 2026 and 2027, subject to continued service.

Following the grant, Grindstaff now holds 5,560 shares directly. No derivative securities were reported. The filing signals initial equity alignment between the incoming CFO and shareholders but has no immediate earnings or cash-flow impact.

Positive

• Executive-shareholder alignment: 5,560 RSUs tie the new CFO’s compensation to stock performance over three years.

Negative

• None.

Insights

Equity Compensation Analyst

TL;DR: CFO awarded 5,560 RSUs; modest dilution, strengthens management-shareholder alignment; immaterial financial impact.

The Form 4 discloses first-time equity grants to the new CFO. RSUs represent standard onboarding compensation and align the executive’s interests with investors through multi-year vesting. The share count is negligible relative to STRL’s outstanding shares, resulting in de minimis dilution. No cash is exchanged, so there is no effect on the income statement or cash flows. While the filing reflects governance best practices, it is operationally routine and unlikely to move the stock.

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
Estimated average burden
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^*

GRINDSTAFF NICHOLAS M

(Last) (First) (Middle)

1800 HUGHES LANDING BLVD.

SUITE 250

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STERLING INFRASTRUCTURE, INC. [ STRL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2025

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	07/10/2025		A		5,000(1)	A	$0	5,000	D
Common Stock	07/10/2025		A		560(2)	A	$0	5,560	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

Explanation of Responses:

1. Represents the grant of restricted stock units awarded to the Reporting Person in connection with his joining the Issuer. The award will vest in one-third increments on each of July 10, 2026 and the next two anniversaries thereof, providing the service conditions are satisfied.

2. Represents the grant of time-vested restricted stock units that will vest in one-third increments on each of December 31, 2025 and the next two anniversaries thereof, provided the service conditions are satisfied.

Remarks:

	Nicholas M. Grindstaff	07/10/2025
	** 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 Sterling Infrastructure (STRL) shares did the CFO acquire?

Nicholas M. Grindstaff was granted 5,560 restricted stock units on July 10, 2025.

What is the vesting schedule for the newly granted RSUs?

5,000 RSUs vest one-third annually starting July 10, 2026; 560 RSUs vest one-third annually starting December 31, 2025.

Did the CFO pay anything for the shares?

No. The RSUs were granted at $0.00 cost under transaction code “A” (award).

Does the filing indicate any derivative securities?

No derivative securities were reported; only non-derivative RSUs were disclosed.

What is the CFO’s total direct ownership after the transactions?

After the grant, the CFO directly owns 5,560 shares of STRL.