EAGLE MATERIALS INC — Director's Dealing 2017

May 10, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2017-05-08

Reporting Person: Powers David B (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-05-08	Common Stock	M	11000	$33.69	Acquired	73400	Direct
2017-05-08	Common Stock	S	11000	$99.0268	Disposed	63400	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-08	Non-Qualified Stock Option (Right to Buy)	$33.69	M	11000	Disposed	2022-06-19	Common Stock (11000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1482	Indirect

Footnotes

F1: This transaction was executed in accordance with the terms of a 10b5-1 trading plan previously adopted by the reporting person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Accordingly, after the plan's initial implementation, the reporting person had no discretion with regard to the execution of the transaction. The 10b5-1 plan was entered into for estate and tax planning purposes. Following this transaction, the reporting person retains a substantial ownership position in issuer securities and his ownership currently satisfies the issuer's stock ownership guidelines.

F2: This price represents the weighted average purchase price for multiple transactions reported on this line. The prices of the transactions reported on this line range from $99.00 to $99.05. Upon request by the SEC staff, the issuer or a security holder of the issuer, the reporting person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.

F3: Shares vested ratably on anniversaries of date of grant.