EAGLE MATERIALS INC — Director's Dealing 2012

Aug 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2012-08-03

Reporting Person: BARNETT F WILLIAM (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-03	Common Stock	M	8154	$35.0167	Acquired	10865	Direct
2012-08-03	Common Stock	F	7487	$38.07	Disposed	3378	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-03	Non-qualified Stock Option (Right to Buy)	$35.0167	M	8154	Disposed	2012-08-04	Common Stock (8154)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Restricted Common Stock Units	8492.8299	Direct

Footnotes

F1: 7,487 shares were tendered by Mr. Barnett to pay for the exercise price in connection with the exercise of the Non Qualified Stock Option shown in Table II. As a result of this transaction, Mr. Barnett acquired an additional 667 shares of Common Stock.

F2: In accordance with the issuer's Incentive Plan, this price represents the closing price per share of Common Stock on the exercise date.

F3: Shares vested immediately on the date the grant was awarded.