EAGLE MATERIALS INC — Director's Dealing 2019

May 20, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EAGLE MATERIALS INC (EXP)
CIK: 0000918646
Period of Report: 2019-05-16

Reporting Person: Powers David B (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-16	Common Stock	F	1745	$88.26	Disposed	127839	Direct
2019-05-20	Common Stock	F	1625	$91.07	Disposed	126214	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1502	Indirect

Footnotes

F1: In accordance with the issuer's Amended and Restated Incentive Plan, this price represents the closing price per share of Common Stock on the previous trading day.

F2: 1,745 shares were withheld by the issuer to satisfy income tax withholding requirements related to the lapsing of restrictions on 4,433 shares of restricted stock awarded to the reporting person on May 17, 2018 (Form 4 filed on 5/15/2019). Because the reporting person's restricted stock holdings have been included in the direct ownership of Common Stock disclosed by the reporting person, the reporting person's direct ownership of Common Stock has been reduced by 1,745 shares to reflect this tax withholding.

F3: 1,625 shares were withheld by the issuer to satisfy income tax withholding requirements related to the lapsing of restrictions on 4,129 shares of restricted stock awarded to the reporting person on May 20, 2016 (Form 4 filed on 5/24/2016). Because the reporting person's restricted stock holdings have been included in the direct ownership of Common Stock disclosed by the reporting person, the reporting person's direct ownership of Common Stock has been reduced by 1,625 shares to reflect this tax withholding.