EAGLE MATERIALS INC — Director's Dealing 2016

May 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2016-05-20

Reporting Person: Graass James H (EVP & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-20	Common Stock	A	2313	$0.00	Acquired	64186	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-20	Non-Qualified Stock Option (Right to Buy)	$75.69	A	7179	Acquired	2026-05-20	Common Stock (7179)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	941	Indirect
Common Stock	543	Indirect

Footnotes

F1: This restricted stock award will vest as follows: 579 shares on 5/20/2017; 578 shares on 5/20/2018; 578 shares on 5/20/2019; and 578 shares on 5/20/2020.

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

F3: This option award will vest as follows: 1,795 shares on 5/20/2017; 1,795 shares on 5/20/2018; 1,795 shares on 5/20/2019 and 1,794 shares on 5/20/2020.