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Vulcan Materials CO Director's Dealing 2016

Jun 15, 2016

30074_dirs_2016-06-15_c7d5b721-f253-4c1e-8ff6-d542698e7a41.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Vulcan Materials CO (VMC)
CIK: 0001396009
Period of Report: 2016-06-13

Reporting Person: Clement David P (President - Central Division)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-06-13 Common Stock M 1750.0000 $43.0500 Acquired 3229.0000 Direct
2016-06-13 Common Stock F 953.0000 $115.4900 Disposed 2276.0000 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-06-13 Stock Appreciation Right $43.0500 M 1750.0000 Disposed 2020-02-11 Common Stock (1750.0000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Performance Share Units $ Common Stock (1090.0000) 1090.0000 Direct
Performance Share Units $ Common Stock (3600.0000) 3600.0000 Direct
Performance Share Units $ Common Stock (3300.0000) 3300.0000 Direct
Performance Share Units $ Common Stock (2800.0000) 2800.0000 Direct
Phantom Stock (Deferred Compensation) $ Common Stock (1104.3870) 1104.3870 Direct
Stock Appreciation Right $70.6900 2018-02-07 Common Stock (1890.0000) 1890.0000 Direct
Stock Appreciation Right $55.4100 2023-02-07 Common Stock (1080.0000) 1080.0000 Direct
Stock Appreciation Right $109.2000 2017-02-08 Common Stock (2040.0000) 2040.0000 Direct
Stock Appreciation Right $47.4700 2019-02-12 Common Stock (4520.0000) 4520.0000 Direct
Stock Appreciation Right $79.4100 2025-02-12 Common Stock (3300.0000) 3300.0000 Direct
Stock Appreciation Right $92.0200 2026-02-12 Common Stock (2800.0000) 2800.0000 Direct
Stock Appreciation Right $66.0000 2024-02-13 Common Stock (3600.0000) 3600.0000 Direct
Stock Appreciation Right $43.6300 2021-03-01 Common Stock (1370.0000) 1370.0000 Direct

Footnotes

F1: Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2013 and ends on December 31, 2016. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.

F2: Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2014 and ends on December 31, 2017. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.

F3: Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2015 and ends on December 31, 2018. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.

F4: Performance Share Units vest on December 31 at the end of the Performance Period. The Performance Period for this award begins on January 1, 2016 and ends on December 31, 2019. At the end of the Performance Period, the Compensation Committee determines the payment amount based on Company performance relative to the S&P 500 Index, of which the Company is a member. The payment is made 100% in stock on a payment date determined by the Compensation Committee. The fair market value of the award is not determinable until the payment date.

F5: Each share of phantom stock is the economic equivalent of one share of Vulcan common stock. Shares of phantom stock are payable in cash following the reporting person's termination of employment with Vulcan, and may be transferred into an alternative investment account at any time.

F6: Amount reflects exempt transactions since the reporting person's prior Form 4.