Vulcan Matrls SEC Filings

Vulcan Materials Company reported an insider equity change involving director compensation. On 12/17/2025, a director was credited with 214.983 phantom stock units under the Vulcan Materials Company Directors' Deferred Compensation Plan at a price of $ 290.72 per unit. These phantom stock units are convertible into common stock on a 1-for-1 basis and are scheduled to be settled in Vulcan Materials common stock when the director retires. Following this award, the director beneficially owns 2,156.451 derivative securities representing deferred phantom stock units held directly.

Vulcan Materials Co reported an insider equity transaction by its president on 12/15/2025. The filing shows 11,400 restricted stock units converting into common stock and 4,218 shares disposed of to cover tax withholding at $296.68 per share. After these transactions, the president beneficially owned 48,667 shares of common stock directly, along with 1,208 shares held as trustee of the Martha F. Baker Revocable Living Trust and 1,900 shares held for the benefit of children.

An officer of Vulcan Materials Co, listed as President, reported disposing of 7,135 shares of common stock on December 11, 2025 at a price of $300.81 per share. After this transaction, the officer beneficially owned 41,485 shares directly, 1,208 shares held indirectly as trustee of the Martha F. Baker Revocable Living Trust, and 1,900 shares held indirectly for the benefit of children, while the trust from which the 7,135 shares were disposed showed 0 shares remaining.

Vulcan Materials Company disclosed that Chief Strategy Officer Stanley G. Bass plans to retire from his position effective April 30, 2026. This gives the company more than a year of notice to manage leadership transition in its strategy function.

The Board, following a recommendation from its Compensation & Human Capital Committee, approved proration of Mr. Bass’ current base salary through his retirement date. His 2026 short‑term and long‑term incentive opportunities, calculated as a percentage of base salary, will remain unchanged, indicating a largely standard compensation treatment as he completes his service.

Vulcan Materials Company is amending a prior report to add compensation details tied to its CEO succession plan. Effective January 1, 2026, current Chief Operating Officer Ronnie A. Pruitt will become Chief Executive Officer, while J. Thomas Hill will move to the role of Executive Chairman and remain on the Board.

The Board approved Mr. Pruitt’s CEO compensation with an annual base salary of $1,000,000, a target short-term incentive of 135% of base salary, and a target long-term incentive of 700% of base salary. Mr. Hill’s Executive Chairman package includes the same $1,000,000 base salary and 135% target short-term incentive, with a target long-term incentive of 300% of base salary. Mr. Pruitt was also elected to the Board effective on the CEO transition date and will stand for re-election at the 2026 annual meeting.

An affiliate of VMC has filed a Form 144 notice to sell 7,135 shares of common stock through The Charles Schwab Corporation. The shares have an stated aggregate market value of $2,151,131.15, and the filing lists 132,130,905 shares of common stock outstanding. The planned sale on 12/11/2025 is to be executed on the NYSE.

The seller, identified as Thompson S. Baker II, previously received these shares via a stock award in 1950. The notice also discloses several recent sales of common stock by the same seller in November 2025, including transactions such as 9,047 shares sold on 11/11/2025 for gross proceeds of $2,649,323.48. The signer represents that they are not aware of undisclosed material adverse information about the issuer.

Vulcan Materials Company senior vice president, general counsel and secretary reported several equity transactions in company stock. On December 9, 2025, the officer exercised 3,200 stock appreciation rights at an exercise price of $185.31 per share, receiving the same number of Vulcan Materials common shares. That same day, 2,535 shares of common stock were disposed of at $295.78 per share in a transaction coded as "F," indicating shares withheld to cover taxes or similar obligations. On December 10, 2025, the officer sold an additional 665 shares of common stock at $295 per share in an open market sale coded "S." After these transactions, the officer directly owned 8,284 shares of Vulcan Materials common stock.

Vulcan Materials Company filed a notice of proposed insider share sales under Rule 144. The filing covers 665 shares of common stock, with an aggregate market value of $196,175.00, to be sold through Morgan Stanley Smith Barney LLC on the NYSE around December 10, 2025. The securities relate to a recent acquisition of 665 common shares on December 9, 2025 via an exercise-for-cash transaction with the issuer. As of the filing, Vulcan Materials had 132,130,905 shares of common stock outstanding, which is a baseline figure for the company’s equity. The seller represents that they are not aware of undisclosed material adverse information about Vulcan Materials’ current or future operations.

Vulcan Materials Company reported that its subsidiary, Vulcan Construction Materials, LLC, received an imminent danger order from the Mine Safety and Health Administration at the Norcross Quarry in Norcross, Georgia. The order, issued under section 107(a) of the Federal Mine Safety and Health Act of 1977, related to a third-party customer truck driver who was seen in the bed of his truck without fall protection. No injuries occurred in connection with the incident, and the company states that it took corrective action to address the situation.