UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Retirement of Suzanne Wood
On February 16, 2022, Vulcan Materials Company (the “Company”) announced that Suzanne H. Wood is retiring as Senior Vice President and Chief Financial Officer of the Company, effective September 1, 2022, for personal reasons.
Promotion of Mary Andrews Carlisle to Senior Vice President and Chief Financial Officer
On February 16, 2022, the Company announced that the board of directors of the Company (the “Board”) had unanimously approved the appointment of Mary Andrews Carlisle, age 41, as Senior Vice President and Chief Financial Officer of the Company, effective September 1, 2022.
Ms. Carlisle has served as the Company’s Vice President, Finance since March 2020. Prior to her current role, Ms. Carlisle had roles of increasing responsibility in the Company’s Finance department since 2006.
In connection with Ms. Carlisle’s appointment as Senior Vice President and Chief Financial Officer, the Board approved the following elements of Ms. Carlisle’s compensation arrangement with the Company, effective September 1, 2022: (i) an annual base salary of $550,000, (ii) a target short-term incentive opportunity of 75% of annual base salary, and (iii) a target long-term incentive award opportunity of 200% of annual base salary. Ms. Carlisle will continue to be entitled to participate in the health and welfare benefits offered to similarly situated employees of the Company and, effective September 1, 2022, she will become a party to a change of control agreement consistent with that applicable to the Company’s other named executive officers.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | Press release, dated as of February 16, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| VULCAN MATERIALS COMPANY | ||
| Date: February 16, 2022 | By: | /s/ Denson N. Franklin III |
| Name: | Denson N. Franklin III | |
| Title: | Senior Vice President, General Counsel and Secretary | |