07/10/2025 | Press release | Distributed by Public on 07/10/2025 16:24
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Performance Share Units | 12/31/2025 | (1) | Common Stock | 900 | (1) | D | |
Performance Share Units | 12/31/2026 | (2) | Common Stock | 760 | (2) | D | |
Performance Share Units | 12/31/2027 | (3) | Common Stock | 770 | (3) | D | |
Restricted Stock Units | 02/21/2026 | (5) | Common Stock | 300 | (4) | D | |
Restricted Stock Units | 02/21/2027 | (5) | Common Stock | 250 | (4) | D | |
Restricted Stock Units | 02/20/2028 | (5) | Common Stock | 260 | (4) | D | |
Stock Appreciation Right | 02/20/2026(6) | 02/20/2035 | Common Stock | 620 | $258.59 | D | |
Stock Appreciation Right | 02/21/2025(6) | 02/21/2034 | Common Stock | 720 | $253.43 | D | |
Stock Appreciation Right | 02/21/2024(6) | 02/21/2033 | Common Stock | 720 | $180.52 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Shah Mitesh Bansilal 1200 URBAN CENTER DRIVE BIRMINGHAM, AL 35242 |
SVP and CHRO |
/s/ Jennifer L. Commander, Attorney-In-Fact | 07/10/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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). |
(1) | Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2023 and ends on December 31, 2025. At the end of the Performance Period, the Compensation & Human Capital Committee determines the payment amount based on (1) Company performance relative to the S&P 500 Index, of which the Company is a member, and (2) the Company's annual average growth rate of Cash Gross Profit per ton versus a pre-determined target. The payment is made 100% in stock on a payment date determined by the Compensation & Human Capital Committee. |
(2) | Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2024 and ends on December 31, 2026. At the end of the Performance Period, the Compensation & Human Capital Committee determines the payment amount based on (1) Company performance relative to the S&P 500 Index, of which the Company is a member, and (2) the Company's annual average growth rate of Cash Gross Profit per ton versus a pre-determined target. The payment is made 100% in stock on a payment date determined by the Compensation & Human Capital Committee. |
(3) | Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2025 and ends on December 31, 2027. At the end of the Performance Period, the Compensation & Human Capital Committee determines the payment amount based on (1) Company performance relative to the S&P 500 Index, of which the Company is a member, and (2) the Company's annual average growth rate of Cash Gross Profit per ton versus a pre-determined target. The payment is made 100% in stock on a payment date determined by the Compensation & Human Capital Committee. |
(4) | Each Restricted Stock Unit represents a contingent right to receive one share of Vulcan Common Stock. |
(5) | Restricted Stock Units cliff vest on the specified date and are settled in shares of Vulcan Common Stock within 75 days after the applicable vesting date. |
(6) | Stock Appreciation Right vests in three (3) equal annual installments beginning on this date. |