Herbert A. Burton - 26 Aug 2021 Form 4 Insider Report for U.S. CONCRETE, INC.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
30 Aug 2021, 16:43:03 UTC
Prior SEC filing
02 Aug 2021
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ CiCi S. Sepehri, as Attorney-in-Fact for Herbert A. Burton

Key filing fact

Herbert A. Burton filed Form 4 for U.S. CONCRETE, INC. on 30 Aug 2021.

Key facts

  • This page summarizes Herbert A. Burton's Form 4 filing for U.S. CONCRETE, INC..
  • 4 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 30 Aug 2021, 16:43.

Change

  • Previous filing in this sequence was filed on 02 Aug 2021.
  • Current net transaction value: -$981,758.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

USCR transaction

Common stock

Disposed to Issuer

Transaction value
$981,758
Shares
-13,267
Change %
-100%
Price
$74.00
Shares after
0
Date
26 Aug 2021
Ownership
Direct
Footnotes
F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

USCR transaction Derivative

Restricted stock units

Disposed to Issuer

Transaction value
Shares
-4,160
Change %
-100%
Price
Shares after
0
Date
26 Aug 2021
Ownership
Direct
Underlying class
Common stock
Underlying amount
4,160
Exercise price
Footnotes
F2, F3, F4
USCR transaction Derivative

Restricted stock units

Disposed to Issuer

Transaction value
Shares
-1,340
Change %
-100%
Price
Shares after
0
Date
26 Aug 2021
Ownership
Direct
Underlying class
Common stock
Underlying amount
1,340
Exercise price
Footnotes
F2, F4, F5
USCR transaction Derivative

Restricted stock units

Disposed to Issuer

Transaction value
Shares
-8,184
Change %
-100%
Price
Shares after
0
Date
26 Aug 2021
Ownership
Direct
Underlying class
Common stock
Underlying amount
8,184
Exercise price
Footnotes
F2, F4, F6
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Herbert A. Burton is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

Pursuant to the terms of the Agreement and Plan of Merger, dated as of June 6, 2021, by and among U.S. Concrete, Inc. (the "Issuer"), Vulcan Materials Company, and Grizzly Merger Sub I, Inc. (the "Merger Agreement"), on August 26, 2021, each share of the Issuer's common stock ("Common Stock") issued and outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) and not otherwise excluded pursuant to the terms of the Merger Agreement, was converted into the right to receive $74.00 per share in cash (the "Merger Consideration"), without interest, subject to any required withholding taxes described in the Merger Agreement.

Footnote F2

Each Restricted Stock Unit was granted from the U.S. Concrete, Inc. Long Term Incentive Plan and represents the right to receive one share of common stock upon vesting.

Footnote F3

These Restricted Stock Units were granted on March 1, 2020 with time-based vesting and were scheduled to vest in equal installments on March 1, 2022 and March 1, 2023.

Footnote F4

At the Effective Time, pursuant to the Merger Agreement, each Restricted Stock Unit in respect of the Issuer's Common Stock ("Company RSUs") that was outstanding as of and immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of Issuer Common Stock subject to such Company RSUs and (ii) the Merger Consideration, subject to applicable withholding taxes.

Footnote F5

These Restricted Stock Units were granted on March 1, 2019 with time-based vesting and were scheduled to vest on March 1, 2022.

Footnote F6

These Restricted Stock Units were granted on March 1, 2021 and were to vest as follows: (i) 75% were time-based with vesting to have occurred in equal installments on March 1, 2022, March 1, 2023 and March 1, 2024, and (ii) the remaining 25% were performance-based with vesting to have occurred once the average of the daily VWAP of the Issuer's stock over any period of 20 consecutive trading days attained $74.95 per share within the three year period from the date of grant.

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