Vanguard Group (STRL) discloses 9.65% passive stake in Sterling Infrastructure

Rhea-AI Filing Summary

The Vanguard Group reports a significant passive stake in Sterling Infrastructure Inc. common stock. As of an event dated 12/31/2025, Vanguard beneficially owned 2,964,799 shares, representing 9.65 % of the outstanding common stock.

Vanguard reports no sole voting or dispositive power, with 255,379 shares under shared voting power and all 2,964,799 shares under shared dispositive power. The firm states the securities are held in the ordinary course of business and not for the purpose of changing or influencing control of Sterling Infrastructure.

The filing notes that, following an internal realignment effective January 12, 2026, certain Vanguard subsidiaries or business divisions that have or are deemed to have beneficial ownership will report on a disaggregated basis, while maintaining the same investment strategies previously pursued.

Insights

Institutional ownership and governance analyst

Vanguard discloses a 9.65 % passive stake in Sterling Infrastructure with post‑realignment reporting shifting to subsidiaries.

The Vanguard Group reports beneficial ownership of 2,964,799 Sterling Infrastructure shares, or 9.65 % of the common stock. All voting and dispositive authority is shared, with no sole power reported, which fits a broad asset‑manager role across client accounts.

The certification states the position is held in the ordinary course of business and not to change or influence control, aligning with a Schedule 13G passive ownership filing rather than an activist stance. Vanguard’s clients retain the economic rights to dividends and sale proceeds, and no individual client exceeds 5 % of the class.

The note on an internal realignment effective January 12, 2026 indicates that beneficial ownership reporting will be disaggregated among certain subsidiaries and business divisions. Subsequent ownership disclosures for Sterling Infrastructure may therefore appear under different Vanguard‑related filers while reflecting similar underlying investment strategies.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 5)

Sterling Infrastructure Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

859241101

(CUSIP Number)

12/31/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 859241101

1

Names of Reporting Persons

The Vanguard Group

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 255,379.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,964,799.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,964,799.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.65 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: On January 12, 2026, The Vanguard Group, Inc. went through an internal realignment. As of that date, The Vanguard Group, Inc. no longer performs portfolio management services or administers proxy voting. In accordance with SEC Release No. 34-39538 (January 12, 1998), The Vanguard Group, Inc. anticipates that certain subsidiaries or business divisions of subsidiaries of The Vanguard Group, Inc., that currently have, or are deemed to have, beneficial ownership with The Vanguard Group, Inc., will report beneficial ownership separately (on a disaggregated basis) from The Vanguard Group, Inc. in reliance on such release. These subsidiaries and/or business divisions pursue the same investment strategies as previously pursued by The Vanguard Group, Inc. prior to the realignment.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Sterling Infrastructure Inc
(b)	Address of issuer's principal executive offices: 1800 Hughes Landing Blvd, Suite 250, The Woodlands, TX, 77380
Item 2.
(a)	Name of person filing: The Vanguard Group
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd., Malvern, PA 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 859241101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 2964799
(b)	Percent of class: 9.65 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 255379
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 2964799
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The Vanguard Group, Inc.'s clients, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein. No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The Vanguard Group

Signature:	Ashley Grim
Name/Title:	Head of Global Fund Administration
Date:	01/30/2026

FAQ

How many Sterling Infrastructure (STRL) shares does The Vanguard Group beneficially own?

The Vanguard Group beneficially owns 2,964,799 Sterling Infrastructure shares, equal to 9.65 % of the common stock. All 2,964,799 shares are reported with shared dispositive power, and 255,379 of those shares are reported with shared voting power as of the 12/31/2025 event date.

What percentage of Sterling Infrastructure (STRL) does The Vanguard Group hold?

The Vanguard Group holds 9.65 % of Sterling Infrastructure’s outstanding common stock. This percentage is based on beneficial ownership of 2,964,799 shares reported in the Schedule 13G/A, with all shares under shared dispositive power and a portion under shared voting power.

Is The Vanguard Group’s stake in Sterling Infrastructure (STRL) passive or activist?

The Vanguard Group characterizes its Sterling Infrastructure stake as passive. It certifies the securities were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control or in connection with any control‑related transaction, consistent with a Schedule 13G filing.

How much voting power does The Vanguard Group report for its STRL shares?

The Vanguard Group reports shared voting power over 255,379 Sterling Infrastructure shares and no sole voting power. For dispositive power, it reports no sole authority but shared dispositive power over all 2,964,799 beneficially owned shares, reflecting its role managing assets for multiple clients.

Who ultimately benefits from The Vanguard Group’s Sterling Infrastructure (STRL) holdings?

Vanguard’s clients are the economic beneficiaries of the reported Sterling Infrastructure shares. The filing states that clients, including registered investment companies and other managed accounts, have the right to receive dividends or sale proceeds, and no single other person’s interest exceeds 5 % of the class.

What internal changes at The Vanguard Group affect how its STRL ownership is reported?

An internal realignment effective January 12, 2026, changed Vanguard’s reporting structure. After this realignment, certain subsidiaries or business divisions that have, or are deemed to have, beneficial ownership will report on a disaggregated basis, while pursuing the same investment strategies as before.