Vulcan Materials director granted phantom stock units

FANNING THOMAS A reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

FANNING THOMAS A reported acquisition or exercise transactions in this Form 4 filing.

Vulcan Materials director Thomas A. Fanning reported a compensation-related grant of phantom stock units under the company’s Directors' Deferred Compensation Plan. He received 301.428 phantom stock units on June 12, 2026 at a reference value of $273.697 per unit, increasing his phantom stock balance to 9,921.237 units.

Each unit is convertible into one share of Vulcan Materials common stock and is scheduled to be settled in common shares when he retires. This filing reflects deferred director fees rather than an open-market stock purchase or sale.

Insider Trade Summary

Grant/Award: 301.428 shares

Grant/Award 1 txn

Insider FANNING THOMAS A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock (Deferred Compensation)	301.428	$273.697	$82K

Holdings After Transaction: Phantom Stock (Deferred Compensation) — 9,921.237 contracts (Direct)

Footnotes (3)

1. F1. Convertible on a 1-for-1 basis.
2. F2. Director's fees credited to the reporting person's account in accordance with the Vulcan Materials Company Directors' Deferred Compensation Plan.
3. F3. The units are to be settled in Vulcan Materials Company common stock commencing at the retirement of the reporting person.

Key Figures

Phantom stock units granted: 301.428 units Reference value per phantom unit: $273.697 per unit Total phantom units after grant: 9,921.237 units +2 more

5 metrics

Phantom stock units granted 301.428 units Director deferred compensation grant on June 12, 2026

Reference value per phantom unit $273.697 per unit Value used for June 12, 2026 crediting

Total phantom units after grant 9,921.237 units Balance following June 12, 2026 transaction

Conversion ratio 1 unit : 1 share Each phantom unit convertible into one common share

Exercise/Conversion price $0.0000 Phantom stock convertible on a 1-for-1 basis

Key Terms

Phantom Stock (Deferred Compensation), Directors' Deferred Compensation Plan, Convertible on a 1-for-1 basis, settled in Vulcan Materials Company common stock

4 terms

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"

Convertible on a 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"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Vulcan Materials (VMC) director Thomas Fanning report on this Form 4?

Thomas A. Fanning reported receiving a grant of phantom stock units as director compensation. The award represents deferred fees credited under Vulcan Materials’ Directors' Deferred Compensation Plan rather than an open-market trade in the company’s common stock.

How many phantom stock units did Thomas Fanning receive from Vulcan Materials (VMC)?

He received 301.428 phantom stock units credited on June 12, 2026. These units are part of his deferred compensation and track Vulcan Materials’ common stock value until conversion and settlement in shares at retirement under the plan.

What is the value reference per phantom stock unit in Thomas Fanning’s Vulcan Materials grant?

The phantom stock units were credited at a reference value of $273.697 per unit. This figure ties the deferred compensation to Vulcan Materials’ stock price for accounting, but the units will ultimately be settled in common shares on a one-for-one basis.

How many phantom stock units does Thomas Fanning hold after this Vulcan Materials transaction?

After this grant, Thomas Fanning holds a total of 9,921.237 phantom stock units. These units are linked one-for-one to Vulcan Materials common shares and will be settled in stock when he retires, according to the plan terms.

Is Thomas Fanning’s Vulcan Materials Form 4 a stock purchase or sale?

The Form 4 reflects a grant of phantom stock units, not a market purchase or sale. The units represent deferred director fees credited under a compensation plan and will be settled in Vulcan Materials common stock at retirement, based on a 1-for-1 conversion.

When will Thomas Fanning’s Vulcan Materials phantom stock units be settled?

The phantom stock units are scheduled to be settled in Vulcan Materials common stock at his retirement. Until then, they remain as deferred compensation units that mirror the value of the company’s common shares on a one-for-one basis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/15/2026 - 05:44 PM Learn about SEC filing dates

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^*

FANNING THOMAS A

(Last) (First) (Middle)

1200 URBAN CENTER DRIVE

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock (Deferred Compensation)	(1)	06/12/2026		A		301.428(2)		(3)	(3)	Common Stock	301.428	$273.697	9,921.237	D

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-Fact	06/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)