Key facts
- This page summarizes Orvin T. Kimbrough's Form 4 filing for Core & Main, Inc. (CNM).
- 8 reported transactions and 4 derivative rows are listed below.
- Accepted by SEC: 21 Jul 2025, 17:38.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Other
Other
Conversion of derivative security
Sale
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Other
Other
Conversion of derivative security
Tax liability
Additional SEC filing notes
Rule 10b5-1 trading plan
These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.
Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).
Footnote F1
On July 18, 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"), 5 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 5 shares of Class A common stock of the Issuer ("Class A common stock").
Footnote 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.
Footnote F3
On July 18, 2025, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 23,957 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.
Footnote F4
On July 18, 2025, pursuant to the terms of the LLC Agreement, 23,957 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 23,957 Paired Interests.
Footnote 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 18, 2025.
Footnote F6
The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $61.4400 to $62.1950 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.
Footnote F7
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.
Footnote F8
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.
Footnote F9
Represents Units withheld by the Issuer for distributions in excess of reporting person's pro rata share of distributions pursuant to the terms of the Exchange Agreement.