Vulcan Materials Company Files 8-K/A Amendment
Ticker: VMC · Form: 8-K/A · Filed: Dec 12, 2025 · CIK: 1396009
| Field | Detail |
|---|---|
| Company | Vulcan Materials Co (VMC) |
| Form Type | 8-K/A |
| Filed Date | Dec 12, 2025 |
| Risk Level | low |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $1, $1,000,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, executive-appointments, amendment
TL;DR
Vulcan Materials amended its 8-K to update exec changes and compensation.
AI Summary
Vulcan Materials Company filed an 8-K/A on October 10, 2025, to amend a previous filing. The amendment pertains to the departure of directors or certain officers, the election of directors, the appointment of certain officers, and compensatory arrangements of certain officers. Specific details regarding the individuals involved, their roles, and the effective dates of these changes are provided within the filing.
Why It Matters
This filing provides updates on the company's leadership and executive compensation, which can impact investor confidence and strategic direction.
Risk Assessment
Risk Level: low — This is an amendment to a previous filing concerning corporate governance and executive appointments, not a material event like a merger or financial distress.
Key Numbers
- 001-33841 — SEC File Number (Identifies the company's filing history with the SEC.)
- 20-8579133 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Vulcan Materials Company (company) — Registrant
- New Jersey (jurisdiction) — State of incorporation
- October 10, 2025 (date) — Date of earliest event reported
- 20251212 (date) — Filing date
FAQ
What specific items are being amended in this 8-K/A filing?
This 8-K/A filing amends information related to the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.
What is the exact date of the earliest event reported in this filing?
The date of the earliest event reported is October 10, 2025.
When was this Form 8-K/A filed with the SEC?
This Form 8-K/A was filed as of date December 12, 2025.
What is Vulcan Materials Company's state of incorporation?
Vulcan Materials Company is incorporated in New Jersey.
What is the principal executive office address for Vulcan Materials Company?
The principal executive office address is 1200 Urban Center Drive, Birmingham, Alabama 35242.
Filing Stats: 719 words · 3 min read · ~2 pages · Grade level 12.9 · Accepted 2025-12-12 16:31:16
Key Financial Figures
- $1 — ge on which registered Common Stock, $1 par value VMC New York Stock Exchan
- $1,000,000 — tive Date: (i) an annual base salary of $1,000,000; (ii) a target short-term incentive ("T
Filing Documents
- ef20061181_8ka.htm (8-K/A) — 27KB
- 0001140361-25-045395.txt ( ) — 151KB
- vmc-20251010.xsd (EX-101.SCH) — 4KB
- vmc-20251010_lab.xml (EX-101.LAB) — 21KB
- vmc-20251010_pre.xml (EX-101.PRE) — 16KB
- ef20061181_8ka_htm.xml (XML) — 4KB
02
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously disclosed in the Original Report, on October 10, 2025, following a comprehensive succession planning process, the Board of Directors (the "Board") of Vulcan elected Ronnie A. Pruitt, who currently serves as Chief Operating Officer of Vulcan, as the next Chief Executive Officer of Vulcan, effective January 1, 2026 (the "Effective Date"). At that time, J. Thomas Hill will step down from his position as Chief Executive Officer and continue to serve on the Board as its Executive Chairman. On December 12, 2025, upon the recommendation of the Compensation & Human Capital Committee of the Board (the "Committee"), the Board approved the following elements of Mr. Pruitt's compensation arrangement as Chief Executive Officer, effective as of the Effective Date: (i) an annual base salary of $1,000,000; (ii) a target short-term incentive ("Target STI") opportunity of 135% of annual base salary; and (iii) a target long-term incentive ("Target LTI") award opportunity of 700% of annual base salary. Further, upon the recommendation of the Committee, the Board also approved the following elements of Mr. Hill's compensation arrangement as Executive Chairman, effective as of the Effective Date: (i) an annual base salary of $1,000,000; (ii) a Target STI opportunity of 135% of annual base salary; and (iii) a Target LTI award opportunity of 300% of annual base salary. On December 12, 2025, Mr. Pruitt was also elected to the Board effective as of the Effective Date. He will stand for re-election to the Board at the Company's 2026 Annual Meeting of Shareholders. There are no arrangements or understandings between Mr. Pruitt and any other persons pursuant to which he was selected as a director. Mr. Pruitt does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VULCAN MATERIALS COMPANY Date: December 12, 2025 By: /s/ Denson N. Franklin III Name: Denson N. Franklin III Title: Senior Vice President, General Counsel and Secretary