Statement of Changes in Beneficial Ownership (4)
December 02 2016 - 6:31PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
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1. Name and Address of Reporting Person
*
NICOLAIS MICHAEL R
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2. Issuer Name
and
Ticker or Trading Symbol
EAGLE MATERIALS INC
[
EXP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
3811 TURTLE CREEK BLVD., SUITE 250
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/2/2016
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(Street)
DALLAS, TX 75219
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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12/2/2016
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M
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7988
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A
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$24.955
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28083
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D
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Common Stock
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12/2/2016
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M
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8308
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A
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$23.17
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36391
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D
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Common Stock
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12/2/2016
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S
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16296
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D
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$99.3319
(1)
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20095
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D
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Restricted Common Stock Units
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3822.2501
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D
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Common Stock
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1550
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I
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By Profit Sharing Plan of Reporting Person's Employer
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Common Stock
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3500
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I
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By Reporting Person's IRA
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Common Stock
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1386
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I
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By Wife's IRA
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Common Stock
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555
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I
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By wife as custodian for daughter
(2)
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Common Stock
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555
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I
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By wife as custodian for son
(2)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non Qualified Stock Optin (Right to Buy)
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$24.955
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12/2/2016
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M
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7988
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(3)
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8/4/2017
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Common Stock
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7988
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$0.00
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0
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D
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Non Qualified Stock Optin (Right to Buy)
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$23.17
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12/2/2016
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M
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8308
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(3)
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8/3/2021
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Common Stock
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8308
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$0.00
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0
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D
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Explanation of Responses:
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(
1)
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This price represents the weighted average purchase price for multiple transactions reported on this line. The prices of the transactions reported on this line range from $99.10 to $99.51. Upon request by the SEC staff, the issuer or a security holder of the issuer, the reporting person will undertake to provide full information regarding the number of shares and prices at which transactions were effected.
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(
2)
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These shares are held by wife as custodian for the reporting person's children. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 of the Exchange Act or for any other purpose.
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(
3)
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Shares vested immediately on the date the grant was awarded.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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NICOLAIS MICHAEL R
3811 TURTLE CREEK BLVD., SUITE 250
DALLAS, TX 75219
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X
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Signatures
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/s/ Scott M. Wilson as Attorney-in-Fact for Michael R. Nicolais
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12/2/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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