Gary G. Smalley - 01 Jan 2023 Form 4 Insider Report for TUTOR PERINI CORP (TPC)

Signature
/s/ Ifigenia Protopappas, Attorney-in-Fact
Issuer symbol
TPC
Transactions as of
01 Jan 2023
Net transactions value
-$1,413,653
Form type
4
Filing time
14 Mar 2025, 19:07:55 UTC
Previous filing
15 Nov 2022
Next filing
14 Nov 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TPC Common Stock Options Exercise +57,349 +51% 170,424 13 Mar 2025 Direct F1
transaction TPC Common Stock Disposed to Issuer $1,413,653 -57,349 -34% $24.65 113,075 13 Mar 2025 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TPC Phantom Stock Units Options Exercise $0 -57,349 -33% $0.000000 114,699 13 Mar 2025 Common Stock 57,349 Direct F1
transaction TPC Phantom Stock Units Award $0 +77,754 $0.000000 77,754 12 Mar 2025 Common Stock 77,754 Direct F2
transaction TPC Cash-Settled Performance Stock Units Award $0 +172,048 $0.000000 172,048 13 Mar 2024 Common Stock 172,048 Direct F3
transaction TPC Cash-Settled Performance Stock Units Award $0 +238,727 $0.000000 238,727 01 Jan 2023 Common Stock 238,727 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 13, 2024, the reporting person was granted 172,048 cash-settled phantom stock units, of which 57,349 vest on each of March 13, 2025 and 2026, and 57,350 vest on March 13, 2027, contingent upon the reporting person's continued employment through each applicable vesting date. These phantom stock units are considered derivative securities settled in cash at a value equal to the number of units vested multiplied by the closing price per share of common stock of Tutor Perini Corporation (Issuer) on the applicable vesting date. The reporting person did not purchase or sell any shares of common stock in the settlement of this award, however, the transaction is required to be reported as an acquisition and disposition back to the Issuer under SEC reporting principles.
F2 On March 12, 2025, the reporting person was granted 77,754 cash-settled phantom stock units, of which 25,918 vest on each of March 12, 2026, 2027 and 2028, contingent upon the reporting person's continued employment through each applicable vesting date. These phantom stock units are considered derivative securities settled in cash at a value equal to the number of units vested multiplied by the closing price per share of common stock of Tutor Perini Corporation (Issuer) on the applicable vesting date.
F3 Reflects the target number (Target Award) of cash-settled performance stock units (CPSUs) granted on March 13, 2024, which are scheduled to vest on December 31, 2026 based upon achievement of certain annualized stock price growth goals over a three-year performance period, with vesting ranging from 0% to 250% of the Target Award. The cash settlement amount will equal the number of shares that vest multiplied by the then fair market value of the shares. Due to an administrative error by the Company, the report for this award was filed late. The March 13, 2024 award was granted when the reporting person was President.
F4 Reflects the target number (Target Award) of cash-settled performance stock units (CPSUs) granted on January 1, 2023, which are scheduled to vest on December 31, 2025 based upon achievement of certain annualized stock price growth goals over a three-year performance period, with vesting ranging from 0% to 200% of the Target Award. The cash settlement amount will equal the number of shares that vest multiplied by the then fair market value of the shares. Due to an administrative error by the Company, the report for this award was filed late. The January 1, 2023 award was granted when the reporting person was Chief Financial Officer.