Valmont (VMI) CFO receives stock grant, withholds shares to pay taxes

Rhea-AI Filing Summary

Valmont Industries EVP and CFO Thomas Liguori reported two stock transactions involving company common shares. He acquired 714 shares at no cost as part of a long-term incentive plan, and 311 shares were withheld at a price of $457.35 per share to cover tax obligations. After these transactions, he directly owned 2,432 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Liguori Thomas

Role EVP, CFO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	714	$0.00	--
Tax Withholding	Common Stock	311	$457.35	$142K

Holdings After Transaction: Common Stock — 2,743 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Liguori Thomas

(Last) (First) (Middle)

VALMONT INDUSTRIES, INC.

15000 VALMONT PLAZA

(Street)

OMAHA NE 68154

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VALMONT INDUSTRIES INC [ VMI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		714(1)	A	$0	2,743	D
Common Stock	02/23/2026		F		311	D	$457.35	2,432	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

Explanation of Responses:

1. Shares acquired pursuant to long-term incentive plan.

	/s/ R. Andrew Massey for Thomas Liguori	02/25/2026
	** 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.

FAQ

What did Valmont Industries (VMI) CFO Thomas Liguori report on this Form 4?

Thomas Liguori reported a stock award and a related tax withholding transaction. He received 714 Valmont common shares under a long-term incentive plan, and 311 shares were disposed of to satisfy tax obligations, leaving him with direct ownership of 2,432 shares.

How many Valmont (VMI) shares did the CFO acquire in the latest filing?

The CFO acquired 714 Valmont common shares. These shares were granted at no cost under a long-term incentive plan, reflecting equity-based compensation rather than an open-market purchase, and increased his direct holdings before the tax-related share withholding.

Why were 311 Valmont (VMI) shares disposed of in this Form 4?

The 311 Valmont shares were disposed of to cover tax liabilities. This tax-withholding disposition occurred at a price of $457.35 per share and is a common mechanism used when equity awards vest and trigger income tax obligations for the recipient.

What is Thomas Liguori’s total Valmont (VMI) share ownership after these transactions?

After the reported transactions, Thomas Liguori directly owns 2,432 Valmont common shares. This balance reflects the 714-share award from the long-term incentive plan, net of the 311 shares withheld to satisfy associated tax obligations on the equity compensation.

Was the Valmont (VMI) CFO’s share acquisition an open-market purchase?

No, the share acquisition was not an open-market purchase. The 714 Valmont common shares were granted pursuant to a long-term incentive plan, meaning they represent equity compensation rather than shares bought directly on the market by the executive.

What does the footnote in the Valmont (VMI) Form 4 say about the share grant?

The footnote explains that the shares were acquired under a long-term incentive plan. This clarifies that the 714-share transaction represents a compensation-related stock award, not a discretionary market trade, and is part of the company’s executive incentive structure.