0001073429-19-000134.txt : 20190520 0001073429-19-000134.hdr.sgml : 20190520 20190520202603 ACCESSION NUMBER: 0001073429-19-000134 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190516 FILED AS OF DATE: 20190520 DATE AS OF CHANGE: 20190520 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dawson Gibson T CENTRAL INDEX KEY: 0001398662 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34530 FILM NUMBER: 19840579 MAIL ADDRESS: STREET 1: C/O U.S. CONCRETE, INC. STREET 2: 331 NORTH MAIN STREET CITY: EULESS STATE: TX ZIP: 76039 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: US CONCRETE INC CENTRAL INDEX KEY: 0001073429 STANDARD INDUSTRIAL CLASSIFICATION: CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK [3272] IRS NUMBER: 760586680 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 331 N. MAIN STREET CITY: EULESS STATE: TX ZIP: 76039 BUSINESS PHONE: 817-835-4105 MAIL ADDRESS: STREET 1: 331 N. MAIN STREET CITY: EULESS STATE: TX ZIP: 76039 FORMER COMPANY: FORMER CONFORMED NAME: RMX INDUSTRIES INC DATE OF NAME CHANGE: 19981113 4 1 wf-form4_155839834745021.xml FORM 4 X0306 4 2019-05-16 0 0001073429 US CONCRETE INC USCR 0001398662 Dawson Gibson T C/O U.S. CONCRETE, INC. 331 N. MAIN ST. EULESS TX 76039 0 1 0 0 VP, Corporate Controller & CAO Common stock 2019-05-16 4 M 0 700 0 A 2779 D Common stock 2019-05-16 4 F 0 175 48.75 D 2604 D Restricted stock units 2019-05-16 4 M 0 700 0 D Common stock 700.0 3500 D The first performance-based target of a 20-day consecutive trading-day threshold of $45.90 was achieved. Each Restricted Stock Unit was granted from the U.S. Concrete, Inc. Long Term Incentive Plan and represents the right to receive one share of common stock upon vesting, or, as set forth in footnote 4, two shares of common stock in the aggregate. The Restricted Stock Units were granted on March 1, 2019 and will vest as follows: (i) 60% of the total number of the awarded shares are Time-Based and will become vested over three years in equal annual installments from the date of grant, and (ii) the remaining 40% of the awarded shares are Performance-Based, half (or 50%) of which already vested on the day that the average of the daily volume-weighted average share price of the Company's stock over any period of 20 consecutive trading days attained $45.90 per share, and the remaining half of which shall vest on the day that the average of the daily volume-weighted average share price of the Company's stock over any period of 20 consecutive trading days attains $49.90 per share within the three-year period beginning on the date of grant. The Performance-Based portion of the Restricted Stock Units would result in vesting into additional shares (effectively making each performance-based RSU represent two shares) if the average of the daily VWAP over any period of 20 consecutive trading days attains (i) $54.10 per share (resulting in the vesting into an additional 700 shares) and (ii) $58.60 per share (resulting in the vesting into a further additional 700 shares) within the three-year period from the date of grant. The Restricted Stock Units are reported as still existing after exercise because they could, as set forth in footnote 4 above, result in vesting into additional shares. /s/ CiCi S. Sepehri, as Attorney-in-Fact for Gibson T. Dawson 2019-05-20 EX-24 2 dawsonpoa_21419.htm DAWSON POA_2.14.19

    U.S. CONCRETE, INC.

    Power of Attorney

    WHEREAS, the undersigned in his, her or its capacity as a director, officer or beneficial
owner of securities, or any combination thereof, as the case may be, of U.S. Concrete, Inc., a
Delaware corporation (the "Company"), may be required to file with the Securities and
Exchange Commission (the "Commission") under Section 16 of the Securities Exchange Act of
1934, as amended, and the rules and regulations promulgated thereunder, a Form ID Application
and Forms 3, 4 and 5 (the "Forms") relating to the undersigned's ownership of certain securities
of the Company;

    NOW, THEREFORE, the undersigned in his, her or its capacity as a director, officer or
beneficial owner, or combination thereof, as the case may be, of the Company, does hereby
appoint Paul M. Jolas and CiCi S. Sepehri, and each of them severally his, her or its true and
lawful attorney(s)-in-fact and agent(s) with power to act without the other and with full power of
substitution and re-substitution, to execute in the undersigned's name, place and stead, in his, her
or its capacity as a director, officer or beneficial owner of securities, or any combination thereof,
as the case may be, of the Company, the Forms and any and all amendments thereto and any and
all instruments necessary or incidental in connection therewith, if any, and to file the same with
the Commission, and to appear before the Commission in connection with any matter relating
thereto.  Each of said attorneys-in-fact and agents shall have full power and authority to do and
perform in the name and on behalf of the undersigned in any and all capacities, every act
whatsoever necessary or desirable to be done in the premises, as fully and to all intents and
purposes as the undersigned might or could do in person, the undersigned hereby ratifying and
approving the acts of said attorneys and each of them.  The rights, powers and authority of said
attorneys-in-fact and agents herein granted shall remain in full force and effect until revoked by
the undersigned by giving written notice of such revocation to the Company.

    IN WITNESS WHEREOF, the undersigned has executed this instrument this 14th day of
February, 2019.



/s/ Gibson T. Dawson
Gibson T. Dawson