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Vulcan Materials (VMC) director receives phantom stock award as deferred compensation

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Anderson Melissa H. reported acquisition or exercise transactions in this Form 4 filing.

Vulcan Materials director Melissa H. Anderson received an award of 228.355 phantom stock units on June 12, 2026 as deferred compensation. These units are credited under the company’s Directors' Deferred Compensation Plan, are convertible into common stock on a 1-for-1 basis, and are to be settled in Vulcan Materials common shares when she retires. Following this grant, she holds a total of 2,384.806 phantom stock units linked to Vulcan Materials common stock.

Positive

  • None.

Negative

  • None.
Insider Anderson Melissa H.
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock (Deferred Compensation) 228.355 $273.697 $63K
Holdings After Transaction: Phantom Stock (Deferred Compensation) — 2,384.806 shares (Direct, null)
Footnotes (1)
  1. Convertible on a 1-for-1 basis. Director's fees credited to the reporting person's account in accordance with the Vulcan Materials Company Directors' Deferred Compensation Plan. The units are to be settled in Vulcan Materials Company common stock commencing at the retirement of the reporting person.
Phantom stock units granted 228.355 units Director deferred compensation grant on June 12, 2026
Grant reference price $273.697 per unit Price per phantom stock unit for this award
Total phantom units after grant 2,384.806 units Director’s total phantom stock holdings post-transaction
Conversion ratio 1-for-1 Each phantom unit convertible into one common share
Underlying security Common Stock Security into which phantom units convert
Phantom Stock (Deferred Compensation) financial
"Phantom Stock (Deferred Compensation)"
Directors' Deferred Compensation Plan financial
"in accordance with the Vulcan Materials Company Directors' Deferred Compensation Plan"
1-for-1 basis financial
"Convertible on a 1-for-1 basis."
settled in Vulcan Materials Company common stock financial
"The units are to be settled in Vulcan Materials Company common stock"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Anderson Melissa H.
(Last)(First)(Middle)
1200 URBAN CENTER DR
(Street)
BIRMINGHAM ALABAMA 35242
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Vulcan Materials CO [ VMC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock (Deferred Compensation)(1)06/12/2026A228.355(2) (3) (3)Common Stock228.355$273.6972,384.806D
Explanation of Responses:
1. Convertible on a 1-for-1 basis.
2. Director's fees credited to the reporting person's account in accordance with the Vulcan Materials Company Directors' Deferred Compensation Plan.
3. The units are to be settled in Vulcan Materials Company common stock commencing at the retirement of the reporting person.
Remarks:
/s/ Jennifer L. Commander, Attorney-In-Fact06/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Vulcan Materials (VMC) director Melissa H. Anderson report on this Form 4?

Melissa H. Anderson reported receiving 228.355 phantom stock units as deferred compensation. These units represent director fees credited under Vulcan Materials’ Directors' Deferred Compensation Plan and are linked to the value of the company’s common stock on a 1-for-1 conversion basis.

Is the Vulcan Materials (VMC) Form 4 transaction a market purchase or sale?

The Form 4 transaction is not a market trade; it is a compensation-related award. Anderson received phantom stock units as part of deferred director fees, rather than buying or selling Vulcan Materials common shares in the open market.

How many phantom stock units did the VMC director hold after this award?

After the award, Anderson held a total of 2,384.806 phantom stock units. Each unit is linked to one share of Vulcan Materials common stock and will ultimately be settled in shares when she retires from the board.

What does ‘phantom stock (deferred compensation)’ mean for Vulcan Materials (VMC)?

Phantom stock units are bookkeeping entries that track the value of Vulcan Materials common stock. For directors, they represent deferred fees that will later be settled in company shares, aligning board compensation with long-term shareholder value without immediate stock issuance.

When will Melissa H. Anderson’s Vulcan Materials phantom stock units be settled?

According to the disclosure, the phantom stock units will be settled in Vulcan Materials common stock beginning at Anderson’s retirement. Until then, they function as deferred compensation tied to the company’s share price performance on a 1-for-1 conversion basis.

What is the conversion ratio for the Vulcan Materials (VMC) phantom stock units?

The phantom stock units are convertible into Vulcan Materials common stock on a 1-for-1 basis. This means each phantom unit corresponds to one share of common stock when the units are ultimately settled after the director retires.