SEC Form 4 · accession 0001209191-17-063287
EAGLE MATERIALS INC · EXP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Haack
Officer — EVP and COO
Period of report
Nov 30, 2017
Accepted (ET)
Dec 1, 2017 · 6:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000918646
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 30, 2017 | M | 10,000 | $79.90 | A | 32,244 | D | |
| Common StockF1 | Nov 30, 2017 | S | 10,000 | $112.00 | D | 22,244 | D | |
| Common StockF2 | Dec 1, 2017 | F | 839 | $111.93 | D | 21,405 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (Right to Buy)F3 | $79.90 | Nov 30, 2017 | M | 10,000 | D | — | Dec 1, 2024 | Common Stock | 10,000 | 40,000 | D |
Explanation of responses
- F1This transaction was executed in accordance with the terms of a 10b5-1 trading plan previously adopted by the reporting person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Accordingly, after the plan's initial implementation, the reporting person had no discretion with regard to the execution of the transaction. The 10b5-1 plan was entered into for estate and tax planning purposes. Following this transaction, the reporting person retains a substantial ownership position in issuer securities and his ownership currently satisfies the issuer's stock ownership guidelines.
- F2839 shares were withheld by the issuer to satisfy income tax withholding requirements related to the lapsing of restrictions on 2,000 shares of restricted stock awarded to the reporting person on 12/01/2014 (Form 4 filed on 12/03/2014). Because the reporting person's restricted holdings have been included in the direct ownership Common Stock disclosed by the reporting person, the reporting person's direct ownership of Common Stock has been reduced by 839 shares to reflect this tax withholding.
- F3Shares vested ratably on anniversaries of the date of grant.