Robyn L. Bradbury - 01 Jul 2025 Form 4 Insider Report for Core & Main, Inc. (CNM)

Signature
/s/ Mark Whittenburg, as Attorney-in-Fact for Robyn L. Bradbury
Issuer symbol
CNM
Transactions as of
01 Jul 2025
Net transactions value
-$1,512,283
Form type
4
Filing time
03 Jul 2025, 18:50:31 UTC
Previous filing
02 Apr 2025
Next filing
23 Jul 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Bradbury Robyn L Chief Financial Officer C/O CORE & MAIN, INC., 1830 CRAIG PARK COURT, ST. LOUIS /s/ Mark Whittenburg, as Attorney-in-Fact for Robyn L. Bradbury 03 Jul 2025 0002060011

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CNM Class A Common Stock Other $0 -43 -66% $0.000000 22 01 Jul 2025 By LLC F1, F2
transaction CNM Class A Common Stock Other $0 +43 +0.5% $0.000000 8,598 01 Jul 2025 Direct F1
transaction CNM Class A Common Stock Conversion of derivative security $0 +24,957 +290% $0.000000 33,555 01 Jul 2025 Direct F3, F4
transaction CNM Class A Common Stock Sale $801,323 -13,363 -40% $59.97 20,192 01 Jul 2025 Direct F5, F6
transaction CNM Class A Common Stock Sale $691,317 -11,318 -56% $61.08 8,874 01 Jul 2025 Direct F5, F7
transaction CNM Class A Common Stock Sale $19,643 -319 -3.6% $61.58 8,555 01 Jul 2025 Direct F5, F8

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 CNM Class B Common Stock and Limited Partnership Interests Other $0 -24,957 -13% $0.000000 162,447 01 Jul 2025 Class A Common Stock 24,957 By LLC F4, F9, F10
transaction CNM Class B Common Stock and Limited Partnership Interests Other $0 +24,957 $0.000000 24,957 01 Jul 2025 Class A Common Stock 24,957 Direct F4, F10
transaction CNM Class B Common Stock and Limited Partnership Interests Conversion of derivative security $0 -24,957 -100% $0.000000 0 01 Jul 2025 Class A Common Stock 24,957 Direct F3, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 On July 1, 2025, pursuant to the terms of the Fourth Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of February 13, 2024 (as amended, the "LLC Agreement"), 43 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 43 shares of Class A common stock of the Issuer ("Class A common stock").
F2 Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for shares of Class A common stock, on a one-for-one basis.
F3 On July 1, 2025, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 24,957 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock, on a one-for-one basis.
F4 On July 1, 2025, pursuant to the terms of the LLC Agreement, 24,957 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 24,957 Paired Interests.
F5 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 1, 2025.
F6 The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $59.5000 to $60.4900 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
F7 The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $60.5100 to $61.4921 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
F8 The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $61.5526 to $61.5939 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
F9 Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.
F10 Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.