VMC Insider Activity: SVP Clement Reports Multiple Trades and SARs Vesting

Rhea-AI Filing Summary

Senior Vice President David P. Clement of Vulcan Materials Company reported multiple transactions in the companys common stock and related derivatives on 09/11/2025 and 09/12/2025. The filing shows an acquisition of 1,900 shares (or share-equivalent stock appreciation rights) on 09/11/2025 at a reported price of $121.69, a disposition of 1,202 shares on 09/11/2025 at $294.43, and a sale of 698 shares on 09/12/2025 at $298.56. Following those transactions Mr. Clement beneficially owned 2,832 shares directly, plus 957.498 shares held in a 401(k) account. The form is signed by an attorney-in-fact on 09/15/2025.

Positive

• Documented disclosure of insider transactions for VMC, meeting Section 16 reporting requirements
• Stock Appreciation Rights vesting schedule is disclosed, showing grant history and expiration through 2028

Negative

• Net reduction in reported direct beneficial ownership from 4,732 to 2,832 shares following the transactions

Insights

Securities Analyst

TL;DR: Insider executed a mix of acquisitions and disposals around mid-September, leaving modest direct ownership alongside a 401(k) stake.

The filing documents contemporaneous buy and sell activity by a corporate officer rather than a single large directional trade. The acquisition of 1,900 units on 09/11/2025 at $121.69 appears alongside two disposals on 09/11 and 09/12/2025 at materially higher prices ($294.43 and $298.56), which changed reported direct beneficial ownership from 4,732 shares prior to transactions to 2,832 shares following them. There is also a noted 401(k) position of 957.498 shares. For investors this is routine insider activity documented under Section 16; the filing gives no commentary on rationale or planned future trades.

Corporate Governance Expert

TL;DR: Form 4 properly discloses officer transactions and a derivative award vesting schedule; no governance concerns evident from the filing alone.

The filing also discloses a Stock Appreciation Right (SAR) award associated with the 09/11/2025 entry and an explanatory note that SARs vested in equal annual installments beginning on 02/23/2019. The SAR table shows 1,900 underlying shares tied to that award and an expiration date in 2028. The form is signed by an attorney-in-fact, which is a standard administrative practice. There are no expressed conflicts, litigation, or unexplained exceptions included in this document.

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^*

Clement David P

(Last) (First) (Middle)

1200 URBAN CENTER DRIVE

(Street)

BIRMINGHAM AL 35242

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vulcan Materials CO [ VMC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

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	09/11/2025		M		1,900	A	$121.69	4,732	D
Common Stock	09/11/2025		F		1,202	D	$294.43	3,530	D
Common Stock	09/12/2025		S		698	D	$298.56	2,832	D
Common Stock (401k)								957.498	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
Stock Appreciation Right	$121.69	09/11/2025		M			1,900	02/23/2019(1)	02/23/2028	Common Stock	1,900	$0	0	D

Explanation of Responses:

1. Stock-Only Stock Appreciation Rights vested in equal annual installments beginning on this date.

	/s/ Jennifer L. Commander, Attorney-In-Fact	09/15/2025
	** 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

What transactions did David P. Clement report on the Form 4 for VMC?

The report shows an acquisition of 1,900 units on 09/11/2025 at $121.69, a disposition of 1,202 shares on 09/11/2025 at $294.43, and a sale of 698 shares on 09/12/2025 at $298.56.

How many VMC shares does the reporting person own after these transactions?

Following the reported transactions the filing shows 2,832 shares owned directly plus 957.498 shares held in a 401(k) account.

Was a derivative award disclosed in this Form 4 for VMC?

Yes. The filing discloses 1,900 Stock Appreciation Rights with an original vesting commencement on 02/23/2019 and an expiration date of 02/23/2028.

Who signed the Form 4 and when was it filed?

The form was signed by Jennifer L. Commander, Attorney-In-Fact on 09/15/2025.

Does the filing explain the reason for the trades?

No. The document lists the transactions, prices, and ownership totals but does not provide any explanation of the rationale or intent for the trades.