FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

DRYDEN SCOTT

2. Date of Event Requiring Statement (MM/DD/YYYY)
5/17/2018 

3. Issuer Name and Ticker or Trading Symbol

US CONCRETE INC [USCR]

(Last)        (First)        (Middle)

C/O US CONCRETE INC, 331 N. MAIN STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
VP & GM - Polaris Materials /

(Street)

EULESS, TX 76039       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted stock units     (1)   (1) Common stock   2300.0     (2) D    

Explanation of Responses:
(1)  The Restricted Stock Units (RSUs) were granted on March 1, 2018 and will vest as follows: (i) 60% of the awarded RSUs 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 RSUs are performance-based, half (or 50%) 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 $91.10 per share within the three-year period beginning on the date of grant, 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 $99.10 per share within the three-year period beginning on the date of grant.
(2)  The Restricted Stock Units were granted from the U.S. Concrete, Inc. Long Term Incentive Plan, and each RSU represents the right to receive one share of the Company's common stock upon vesting.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
DRYDEN SCOTT
C/O US CONCRETE INC
331 N. MAIN STREET
EULESS, TX 76039


VP & GM - Polaris Materials

Signatures
/s/ CiCi Sepehri, as Attorney-in-Fact for Scott Dryden 5/25/2018
** 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 5(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 control number.
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