Tutor Perini (TPC) EVP cash-settles 6,479 phantom units, holds 37,223 shares

Rhea-AI Filing Summary

Tutor Perini Corporation Executive Vice President William E. Jensen reported the vesting and cash settlement of 6,479 phantom stock units linked to the company’s common stock. These units vested on March 14, 2026 from a 19,439-unit cash-settled grant awarded on March 14, 2025.

The vested 6,479 units were settled in cash at a value equal to the number of units multiplied by Tutor Perini’s closing common stock price on the vesting date, recorded here as $67.76 per share. For SEC purposes, this appears as an exercise of phantom stock into 6,479 common shares and an immediate disposition of the same number of shares back to the issuer, even though no shares were actually bought or sold in the market.

After these transactions, Jensen directly holds 37,223 shares of common stock and 12,960 phantom stock units that remain outstanding from the original grant. The filing reflects routine compensation-related activity rather than a discretionary open-market trade.

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^*

Jensen William E

(Last) (First) (Middle)

C/O TUTOR PERINI CORPORATION

15901 OLDEN STREET

(Street)

SYLMAR CA 91342

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TUTOR PERINI CORP [ TPC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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	03/14/2026		M		6,479	A	(1)	43,702	D
Common Stock	03/14/2026		D(1)		6,479	D	$67.76(1)	37,223	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
Phantom Stock Units	(1)	03/14/2026		M			6,479	(1)	(1)	Common Stock	6,479	$0	12,960	D

Explanation of Responses:

1. On March 14, 2025, the reporting person was granted 19,439 cash-settled phantom stock units, of which 6,479 vested on March 14, 2026 and 6,480 vest on each of March 14, 2027 and 2028, contingent upon the reporting person's continued employment through each applicable vesting date. The 6,479 phantom stock units that vested on March 14, 2026 were settled in cash at a value equal to the number of units vested multiplied by the closing price per share of common stock of Tutor Perini Corporation (Issuer) on the vesting date. The reporting person did not purchase or sell any shares of common stock in the settlement of this award, however, the transaction is required to be reported as an acquisition and disposition of shares back to the Issuer under SEC reporting principles.

Remarks:

	/s/ Ifigenia Protopappas, Attorney-in-Fact	03/16/2026
	** 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).
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

What did Tutor Perini (TPC) Executive Vice President William E. Jensen report on this Form 4?

William E. Jensen reported vesting of 6,479 cash-settled phantom stock units tied to Tutor Perini common stock. The vested units were settled in cash at the closing share price and are shown as both an acquisition and disposition under SEC reporting rules.

Were any Tutor Perini (TPC) shares actually bought or sold in William E. Jensen’s Form 4?

No actual market purchase or sale occurred. The 6,479 phantom stock units that vested were settled entirely in cash using the closing share price, and are reported as an acquisition and disposition back to the issuer solely to comply with SEC reporting principles.

How many Tutor Perini (TPC) phantom stock units and common shares does William E. Jensen hold after this transaction?

Following the reported transactions, William E. Jensen directly holds 37,223 shares of Tutor Perini common stock. He also holds 12,960 cash-settled phantom stock units that remain outstanding from the original 19,439-unit award granted on March 14, 2025.

At what value were William E. Jensen’s phantom stock units in Tutor Perini (TPC) settled?

The 6,479 phantom stock units were settled in cash at a value equal to the number of vested units multiplied by Tutor Perini’s closing common stock price on the March 14, 2026 vesting date, reflected in the Form 4 at $67.76 per share.

What are the vesting terms of William E. Jensen’s phantom stock unit grant at Tutor Perini (TPC)?

On March 14, 2025, Jensen received 19,439 cash-settled phantom stock units. Of these, 6,479 vested on March 14, 2026, and 6,480 are scheduled to vest on each of March 14, 2027 and March 14, 2028, contingent on his continued employment with the company.

Is William E. Jensen’s Form 4 transaction at Tutor Perini (TPC) a routine compensation event?

Yes. The filing describes vesting and cash settlement of a previously granted phantom stock award, with units converted to cash at the stock’s closing price. It is a compensation-related event reported as share acquisition and disposition, not a discretionary open-market trade.