10/23/2026 | Press release | Distributed by Public on 10/23/2026 14:46
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Arcosa Phantom Stock Units | $ 0 | 10/23/2026 | D | 7,405 | (2) | (2) | Common Stock | 7,405 | $150(3) | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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LINDSAY JOHN W 500 N AKARD ST. SUITE 400 DALLAS, TX 75201 |
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| /s/ Mark Elmore, by Power of Attorney | 10/23/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Disposed of pursuant to the Agreement and Plan of Merger, dated June 21, 2026, by and among CRH Americas, Inc., Neon Merger Sub, Inc., and Arcosa, Inc. (the "Merger Agreement") in exchange for a cash payment of (i) $150.00 per share of common stock and (ii) $150.00 per share of common stock underlying awards of restricted stock and restricted stock units, as applicable, plus any accrued but unpaid dividend equivalents in respect of such awards. |
| (2) | The Arcosa phantom stock units were accrued under the Arcosa, Inc. Deferred Plan for Director Fees (the "Plan"). Each share of phantom stock units was the economic equivalent of one share of common stock. The phantom stock units settled in cash upon the reporting person's termination of services with Arcosa. |
| (3) | Price determined as of September 30, 2026 pursuant to the terms of the Plan. |