SEC Form 4 · accession 0001140361-16-077889
Vulcan Materials CO · VMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ejaz A Khan
Officer — VP, Controller & CIO
Period of report
Aug 23, 2016
Accepted (ET)
Aug 25, 2016 · 5:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001396009
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 23, 2016 | M | 8,570 | $109.20 | A | 31,128 | D | |
| Common Stock | Aug 23, 2016 | F | 8,200 | $118.91 | D | 22,928 | D | |
| Common Stock (401(k)) | holding | — | — | — | 19,875 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Right | $109.20 | Aug 23, 2016 | M | 8,570 | D | Feb 8, 2008 | Feb 18, 2017 | Common Stock | 8,570 | 0 | D |
| Performance Share UnitsF3 | — | holding | — | — | — | Dec 31, 2016 | — | Common Stock | 3,800 | 3,800 | D |
| Performance Share UnitsF4 | — | holding | — | — | — | Dec 31, 2017 | — | Common Stock | 6,000 | 6,000 | D |
| Performance Share UnitsF5 | — | holding | — | — | — | Dec 31, 2018 | — | Common Stock | 3,200 | 3,200 | D |
| Performance Share UnitsF6 | — | holding | — | — | — | Dec 31, 2019 | — | Common Stock | 2,700 | 2,700 | D |
| Stock Appreciation Right | $43.05 | holding | — | — | — | Feb 11, 2011 | Feb 11, 2020 | Common Stock | 9,100 | 9,100 | D |
| Stock Appreciation Right | $43.63 | holding | — | — | — | Mar 1, 2012 | Mar 1, 2021 | Common Stock | 3,900 | 3,900 | D |
| Stock Appreciation Right | $47.47 | holding | — | — | — | Feb 12, 2010 | Feb 12, 2019 | Common Stock | 18,250 | 18,250 | D |
| Stock Appreciation Right | $55.41 | holding | — | — | — | Feb 7, 2014 | Feb 7, 2023 | Common Stock | 3,800 | 3,800 | D |
| Stock Appreciation Right | $66.00 | holding | — | — | — | Feb 13, 2015 | Feb 13, 2024 | Common Stock | 6,000 | 6,000 | D |
| Stock Appreciation Right | $70.69 | holding | — | — | — | Feb 7, 2009 | Feb 7, 2018 | Common Stock | 5,650 | 5,650 | D |
| Stock Appreciation Right | $79.41 | holding | — | — | — | Feb 12, 2016 | Feb 12, 2025 | Common Stock | 3,200 | 3,200 | D |
| Stock Appreciation Right | $92.02 | holding | — | — | — | Feb 12, 2017 | Feb 12, 2026 | Common Stock | 2,700 | 2,700 | D |
| Phantom Stock (Deferred Compensation)F8,F7 | — | holding | — | — | — | — | — | Common Stock | 0 | 0 | D |
| Phantom Stock (Deferred Comp DSUs/PSUs)F9 | — | holding | — | — | — | — | — | Common Stock | 10,132 | 10,132 | D |
Explanation of responses
- F1Includes 15,209 shares held jointly by the reporting person and his spouse in joint brokerage accounts.
- F2Represents shares sold (for tax-withholding purposes and to cover the cost of the options) pursuant to the exercise of Stock-Only Stock Appreciation Rights previously granted.
- F3Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2013 and ends on December 31, 2016. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.
- F4Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2014 and ends on December 31, 2017. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.
- F5Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2015 and ends on December 31, 2018. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.
- F6Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2016 and ends on December 31, 2019. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.
- F7Each share of phantom stock is the economic equivalent of one share of Vulcan common stock. Shares of phantom stock are payable in cash following the reporting person's termination of employment with Vulcan and may be transferred into an alternative investment account at any time.
- F8Amount reflects an exempt transaction that occurred since the reporting person's prior Form 4.
- F9The units are to be settled in Vulcan common stock following the year of retirement of the reporting person.