SVP and COO T&D Stern Brian K. converted options into 835 shares and covered exercise/tax liability with 246 shares, increasing direct ownership by 26% to 2,816 units (SEC Form 4)
$MYRG
Water Sewer Pipeline Comm & Power Line Construction
Industrials
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MYR GROUP INC. [ MYRG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/21/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 03/23/2025 | M | 201(1) | A | $0(1) | 2,428 | D | |||
| Common Stock | 03/23/2025 | F | 59(2) | D | $127.04 | 2,369 | D | |||
| Common Stock | 03/23/2025 | M | 286(1) | A | $0(1) | 2,655 | D | |||
| Common Stock | 03/23/2025 | F | 84(2) | D | $127.04 | 2,571 | D | |||
| Common Stock | 03/22/2025 | M | 348(3) | A | $0(3) | 2,919 | D | |||
| Common Stock | 03/22/2025 | F | 103(2) | D | $127.04 | 2,816 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| RESTRICTED STOCK UNIT | (1) | 03/23/2025 | M | 201 | 03/23/2025(1) | 03/23/2025(1) | Common Stock | 201 | $0 | 0 | D | ||||
| RESTRICTED STOCK UNIT | (1) | 03/23/2025 | M | 286 | 03/23/2025(1) | 03/23/2025(1) | Common Stock | 286 | $0 | 286 | D | ||||
| RESTRICTED STOCK UNIT | (3) | 03/22/2025 | M | 348 | 03/22/2025(3) | 03/22/2025(3) | Common Stock | 348 | $0 | 695 | D | ||||
| RESTRICTED STOCK UNIT | (4) | 03/21/2025 | A | 2,125 | (4) | (4) | Common Stock | 2,125 | $0 | 2,125 | D | ||||
| Explanation of Responses: |
| 1. These Restricted Stock Units, which were awarded on March 23, 2022 and 2023 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis. |
| 2. Represents shares of the Issuer's common stock withheld to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units granted pursuant to the Issuer's 2017 Long-Term Incentive Plan. |
| 3. These Restricted Stock Units, which were awarded on March 22, 2024 pursuant to the Issuer's 2017 Long-Term Incentive Plan, vest ratably over three years and were settled in shares of the Issuer's common stock on a one-for-one basis. |
| 4. Each Restricted Stock Unit, awarded pursuant to the Issuer's 2017 Long-Term Incentive Plan, represents a contingent right to receive one share of the Issuer's common stock. The Restricted Stock Units vest ratably over three years beginning on the first anniversary of the grant date. |
| Remarks: |
| /s/ William F. Fry as Attorney-in-Fact for Brian K. Stern | 03/24/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||