Vulcan Materials (NYSE: VMC) director reports phantom stock award for director fees

Rhea-AI Filing Summary

Vulcan Materials Company reported that one of its directors received 214.983 units of Phantom Stock (Deferred Compensation) on 12/17/2025, at a reference price of $ 290.72 per unit, credited as director's fees under the Vulcan Materials Company Directors' Deferred Compensation Plan.

The phantom stock is convertible on a 1-for-1 basis into Vulcan Materials common stock and is to be settled in shares when the director retires. After this award, the director beneficially owned 12,428.899 derivative securities representing phantom stock units, held as a direct interest.

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^*

STYSLINGER LEE J III

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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

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)	12/17/2025		A		214.983(2)		(3)	(3)	Common Stock	214.983	$290.72	12,428.899	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	12/18/2025
	** 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 insider transaction did Vulcan Materials (VMC) report on 12/17/2025?

Vulcan Materials reported that one of its directors received 214.983 units of Phantom Stock (Deferred Compensation) on 12/17/2025, credited as director's fees under the Vulcan Materials Company Directors' Deferred Compensation Plan at a reference price of $ 290.72 per unit.

What is the nature of the phantom stock units reported by Vulcan Materials (VMC)?

The derivative security is described as Phantom Stock (Deferred Compensation), which is convertible on a 1-for-1 basis into Vulcan Materials common stock. According to the disclosure, the units are to be settled in Vulcan Materials common stock commencing at the retirement of the reporting person.

How many phantom stock units does the Vulcan Materials director hold after this transaction?

Following the credited director's fees, the reporting person beneficially owned 12,428.899 derivative securities representing phantom stock units, held as a direct ownership interest.

How were the director's fees handled in this Vulcan Materials (VMC) filing?

The filing notes that director's fees were credited to the reporting person's account in accordance with the Vulcan Materials Company Directors' Deferred Compensation Plan, resulting in the issuance of 214.983 phantom stock units.

When will the Vulcan Materials phantom stock units be settled?

The disclosure explains that the phantom stock units are to be settled in Vulcan Materials Company common stock commencing at the retirement of the reporting person, consistent with the terms of the deferred compensation plan.