Form 8-K

8-K — Vulcan Materials CO

Accession: 0001140361-26-029958

Filed: 2026-07-29

Period: 2026-07-29

CIK: 0001396009

SIC: 1400 (MINING, QUARRYING OF NONMETALLIC MINERALS (NO FUELS))

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ef20078928_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ef20078928_ex99-1.htm)

GRAPHIC (image0.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ef20078928_8k.htm · Sequence: 1

false0001396009NYSE00013960092026-07-292026-07-29

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2026

VULCAN MATERIALS COMPANY

(Exact name of registrant as specified in its charter)

New Jersey

001-33841

20-8579133

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1200 Urban Center Drive

Birmingham, Alabama 35242

(Address of principal executive offices) (zip code)

(205) 298-3000

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following

provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which

registered

Common Stock, $1 par value

VMC

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule

12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised

financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02

Results of Operations and Financial Condition.

On July 29, 2026, Vulcan Materials Company announced its financial results for the second quarter ended June 30, 2026. The press release announcing the

results is furnished as Exhibit 99.1.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press Release, dated July 29, 2026

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: July 29, 2026

By:

/s/ Jerry F. Perkins Jr.

Name:

Jerry F. Perkins Jr.

Title:

Chief Administrative Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ef20078928_ex99-1.htm · Sequence: 2

Exhibit 99.1

July 29, 2026

FOR IMMEDIATE RELEASE

Investor Contact: Mark Warren (205) 298-3220

Media Contact: Jack Bonnikson (205) 298-3220

VULCAN REPORTS SECOND QUARTER 2026 RESULTS

Commercial Discipline and Cost Control Drive Continued Expansion

in Aggregates Unit Profitability

Execution in Aggregates Underpins Reaffirmed Full Year Earnings Outlook

Birmingham, Alabama – July 29, 2026

– Vulcan Materials Company (NYSE: VMC), the nation’s largest producer of construction aggregates, today announced results for the quarter ended June 30, 2026.

Ronnie Pruitt, Vulcan Materials’ Chief Executive Officer, said, “Commercial and operational execution drove solid results in the second quarter. Our industry-leading

aggregates cash gross profit per ton grew to over $12 per ton, despite significant energy inflation and disruptive weather. These results demonstrate the resiliency of our uniquely advantaged pure-play aggregates business.

“Consistent with our aggregates growth strategy, during the second quarter we completed several portfolio enhancing actions. The pipeline for strategic acquisitions

remains active, and we have the financial strength and flexibility to capitalize on the most value-accretive opportunities.”

Financial Highlights Include:

Second Quarter

Year-to-Date

Trailing-Twelve Months

Amounts in millions, except per unit data

2026

2025

2026

2025

2026

2025

Total revenues

2,156

2,102

3,912

3,737

8,116

7,595

Gross profit

626

625

1,048

991

2,232

2,093

Selling, Administrative and General (SAG)

141

144

277

283

558

550

As % of Total revenues

6.6

6.9

7.1

7.6

6.9

7.2

Net earnings attributable to Vulcan

323

321

489

450

1,116

951

Adjusted EBITDA

654

660

1,101

1,070

2,354

2,201

Adjusted EBITDA Margin

30.3

31.4

28.1

28.6

29.0

Earnings attributable to Vulcan from

continuing operations per diluted share

2.47

2.43

3.74

3.41

8.49

7.21

Adjusted earnings attributable to Vulcan from continuing operations per diluted share

2.59

2.45

3.93

3.45

8.49

7.84

Aggregates segment

Shipments (tons)

59.9

59.3

109.9

107.0

229.6

218.7

Freight-adjusted sales price per ton

22.97

22.11

22.89

22.07

22.38

21.70

Gross profit per ton

9.47

9.44

8.81

8.57

8.78

8.70

Cash gross profit per ton

12.02

11.88

11.53

11.32

11.42

11.25

Page 2

July 29, 2026

FOR IMMEDIATE RELEASE

Segment Results

Aggregates

Continued pricing discipline and operational execution drove gross profit growth despite energy headwinds and challenging weather-related operating conditions throughout

the quarter. Segment gross profit increased to $567 million ($9.47 per ton), and cash gross profit improved to $720 million ($12.02 per ton).

As compared to the prior year, second quarter aggregates shipments increased 1 percent and continued to benefit from healthy public construction activity and large

projects. Shipments in Texas and certain Southeastern markets were impacted by significant rainfall, particularly in May and June.

The pricing environment remains positive with widespread growth across the Company’s footprint. Freight-adjusted selling prices increased 5 percent on a mix-adjusted

basis (4 percent, or $0.86 per ton, on a reported basis) as compared to the prior year’s second quarter. Freight-adjusted unit cash cost of sales increased 7 percent, or $0.72 per ton, over the prior year. Excluding the impact of higher diesel

fuel costs, cash cost of sales increased 3 percent, reflecting a continued focus on cost management and operating efficiencies.

Asphalt and Concrete

Non-aggregates segment gross profit in the second quarter was $58 million, and cash gross profit was $73 million. Asphalt gross profit margin remained strong at 15

percent, despite lower shipments due to weather and higher liquid asphalt costs. The prior year results included the Company’s Houston asphalt and construction business that was divested in the fourth quarter of 2025. Second quarter concrete

results included two months of the Company’s California ready-mixed concrete business. The divestiture of these operations was completed in early June of 2026.

Selling, Administrative and General (SAG)

SAG expense in the quarter was $141 million, 2 percent lower than the prior year and 30 basis points lower as a percentage of revenue. On a trailing-twelve months basis,

SAG expense as a percent of total revenues was 6.9 percent and 30 basis points lower than the prior year.

Financial Position, Liquidity and Capital Allocation

Capital expenditures for maintenance and growth projects were $176 million in the second quarter, and the Company returned $318 million to shareholders through $250

million of common stock repurchases and $68 million of dividends.

In early June, the Company completed the previously announced divestiture of its ready-mixed concrete operations in California. Additionally, the Company acquired a quarry in southern Colorado and a rail yard in

Dallas-Fort Worth from Brannan Sand & Gravel. These portfolio actions align with our aggregates-led growth strategy by expanding our reach into southern Colorado and strengthening our distribution network in Dallas-Fort Worth.

Page 3

July 29, 2026

FOR IMMEDIATE RELEASE

On a trailing-twelve months basis, return on average invested capital improved 20 basis points over the prior year to 16.1 percent. As of June 30, 2026, the ratio of

total debt to trailing-twelve months Adjusted EBITDA was 1.9 times and below the Company’s target range of 2.0 to 2.5 times. The Company remains well positioned for continued growth with a strong liquidity position and balance sheet profile.

Outlook

Regarding the Company’s outlook, Mr. Pruitt said, “Our aggregates business is executing well, and we reiterate our full-year outlook to deliver between $2.4 and $2.6

billion of Adjusted EBITDA. The construction environment remains supportive of continued aggregates price growth, and large projects and public construction activity continue to support our expectation for volume growth in 2026. As always, our

focus remains on compounding aggregates unit profitability to drive earnings growth and strong cash generation for our shareholders.”

Conference Call

Vulcan will host a conference call at 9:00 a.m. CT on July 29, 2026. A webcast will be available via the Company’s website at www.vulcanmaterials.com. Investors and

other interested parties may access the teleconference live by calling 800-420-1459, or 203-518-9861 if outside the U.S. The conference ID is 5427524. The conference call will be recorded and available for replay at the Company’s website

approximately two hours after the call.

About Vulcan Materials Company

Vulcan Materials Company, a member of the S&P 500 Index with headquarters in Birmingham, Alabama, is the nation’s largest supplier of construction aggregates –

primarily crushed stone, sand and gravel – and a major producer of aggregates-based construction materials, including asphalt and ready-mixed concrete. For additional information about Vulcan, go to www.vulcanmaterials.com.

Non-GAAP Financial Measures

Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, we have not

provided reconciliations for forward-looking non-GAAP measures, other than the reconciliation of Projected Adjusted EBITDA as included in Appendix 2 hereto. For the same reasons, we are unable to address the probable significance of the unavailable

information, which could be material to future results.

Page 4

July 29, 2026

FOR IMMEDIATE RELEASE

FORWARD-LOOKING STATEMENT DISCLAIMER

This document contains forward-looking statements. Statements that are not historical fact, including statements about Vulcan’s beliefs and expectations, are

forward-looking statements. Generally, these statements relate to future financial performance, results of operations, business plans or strategies, projected or anticipated revenues, expenses, earnings (including EBITDA and other measures),

dividend policy, shipment volumes, pricing, levels of capital expenditures, intended cost reductions and cost savings, anticipated profit improvements and/or planned divestitures and asset sales. These forward-looking statements are sometimes

identified by the use of terms and phrases such as “believe,” “should,” “would,” “expect,” “project,” “estimate,” “anticipate,” “intend,” “plan,” “will,” “can,” “may” or similar expressions elsewhere in this document. These statements are subject

to numerous risks, uncertainties, and assumptions, including but not limited to general business conditions, competitive factors, pricing, energy costs, and other risks and uncertainties discussed in the reports Vulcan periodically files with the

SEC.

Forward-looking statements are not guarantees of future performance and actual results, developments, and business decisions may vary significantly from those expressed

in or implied by the forward-looking statements. The following risks related to Vulcan’s business, among others, could cause actual results to differ materially from those described in the forward-looking statements: general economic and business

conditions; domestic and global political, economic or diplomatic developments, including the military conflict in the Middle East involving the United States, Israel and Iran; a pandemic, epidemic or other public health emergency; Vulcan’s

dependence on the construction industry, which is subject to economic cycles; the timing and amount of federal, state and local funding for infrastructure; changes in the level of spending for private residential and private nonresidential

construction; changes in Vulcan’s effective tax rate; the increasing reliance on information technology infrastructure, including the risks that the infrastructure does not work as intended, experiences technical difficulties or is subjected to

cyber-attacks; the impact of the state of the global economy on Vulcan’s businesses and financial condition and access to capital markets; international business operations and relationships, including actions taken by the Mexican government with

respect to Vulcan’s property and operations in that country; the highly competitive nature of the construction industry; the impact of future regulatory or legislative actions, including those

relating to climate change, biodiversity, land use, wetlands, greenhouse gas emissions, the definition of minerals, tax policy and domestic and international trade; the outcome of pending legal proceedings; pricing of Vulcan’s products; weather and

other natural phenomena, including the impact of climate change and availability of water; availability and cost of trucks, railcars, barges and ships as well as their licensed operators for transport of Vulcan’s materials; energy costs; costs of

hydrocarbon-based raw materials; healthcare costs; labor relations, shortages and constraints; the amount of long-term debt and interest expense incurred by Vulcan; changes in interest rates; volatility in pension plan asset values and liabilities,

which may require cash contributions to the pension plans; the impact of environmental cleanup costs and other liabilities relating to existing and/or divested businesses; Vulcan’s ability to secure and permit aggregates reserves in strategically

located areas; Vulcan’s ability to identify, close and successfully integrate acquisitions; the effect of changes in tax laws, guidance and interpretations; significant downturn in the construction industry may result in the impairment of goodwill

or long-lived assets; changes in technologies, which could disrupt the way Vulcan does business and how Vulcan’s products are distributed; the risks of open pit and underground mining; expectations relating to sustainability considerations; claims

that our products do not meet regulatory requirements or contractual specifications; and other assumptions, risks and uncertainties detailed from time to time in the reports filed by Vulcan with the SEC. All forward-looking statements in this

communication are qualified in their entirety by this cautionary statement. Vulcan disclaims and does not undertake any obligation to update or revise any forward-looking statement in this document except as required by law.

Source: Vulcan Materials Company

Table A

Vulcan Materials Company

and Subsidiary Companies

(in millions, except per share data)

Consolidated Statements of Earnings

Three Months Ended

June 30

Six Months Ended

June 30

(Condensed and unaudited)

2026

2025

2026

2025

Total revenues

2,155.8

2,102.4

3,911.7

3,737.0

Cost of revenues

(1,530.3

)

(1,477.2

)

(2,863.5

)

(2,746.5

)

Gross profit

625.5

625.2

1,048.2

990.5

Selling, administrative and general expenses

(141.3

)

(144.5

)

(277.1

)

(282.7

)

Gain (loss) on sale of property, plant & equipment and businesses

(11.3

)

1.2

(11.6

)

8.6

Other operating expense, net

(17.4

)

(10.9

)

(38.6

)

(19.0

)

Operating earnings

455.5

471.0

720.9

697.4

Other nonoperating income (expense), net

3.7

2.4

5.1

(0.2

)

Interest expense, net

(54.7

)

(59.2

)

(108.6

)

(118.9

)

Earnings from continuing operations before income taxes

404.5

414.2

617.4

578.3

Income tax expense

(81.4

)

(91.3

)

(127.2

)

(125.0

)

Earnings from continuing operations

323.1

322.9

490.2

453.3

Gain (loss) on discontinued operations, net of tax

1.2

(2.1

)

0.1

(3.1

)

Net earnings

324.3

320.8

490.3

450.2

(Earnings) loss attributable to noncontrolling interest

(0.9

)

0.1

(1.4

)

(0.4

)

Net earnings attributable to Vulcan

323.4

320.9

488.9

449.8

Basic earnings (loss) per share attributable to Vulcan

Continuing operations

2.48

2.44

3.75

3.42

Discontinued operations

0.01

(0.01

)

0.00

(0.02

)

Net earnings

2.49

2.43

3.75

3.40

Diluted earnings (loss) per share attributable to Vulcan

Continuing operations

2.47

2.43

3.74

3.41

Discontinued operations

0.01

(0.01

)

0.00

(0.03

)

Net earnings

2.48

2.42

3.74

3.38

Weighted-average common shares outstanding

Basic

129.8

132.2

130.2

132.3

Assuming dilution

130.3

132.9

130.8

132.9

Effective tax rate from continuing operations

20.1

22.0

20.6

21.6

Table B

Vulcan Materials Company

and Subsidiary Companies

(in millions)

Consolidated Balance Sheets

June 30

December 31

June 30

(Condensed and unaudited)

2026

2025

Assets

Cash and cash equivalents

194.2

183.3

347.4

Restricted cash

94.5

6.1

3.6

Accounts and notes receivable

Accounts and notes receivable, gross

1,111.0

898.2

1,092.2

Allowance for credit losses

(10.7

)

(10.5

)

(13.3

)

Accounts and notes receivable, net

1,100.3

887.7

1,078.9

Inventories

Finished products

557.1

557.7

574.4

Raw materials

41.0

36.7

57.8

Products in process

7.0

5.4

10.9

Operating supplies and other

83.6

80.7

82.4

Inventories

688.7

680.5

725.5

Other current assets

86.3

101.8

88.1

Assets held for sale

0.0

708.5

0.0

Total current assets

2,164.0

2,567.9

2,243.5

Investments and long-term receivables

174.0

33.7

32.9

Property, plant & equipment

Property, plant & equipment, cost

14,671.9

14,504.7

14,558.8

Allowances for depreciation, depletion & amortization

(6,500.1

)

(6,356.1

)

(6,222.0

)

Property, plant & equipment, net

8,171.8

8,148.6

8,336.8

Operating lease right-of-use assets, net

523.4

521.5

546.1

Goodwill

3,780.9

3,831.8

Other intangible assets, net

1,438.5

1,489.0

1,831.6

Other noncurrent assets

189.4

158.8

152.0

Total assets

16,442.0

16,700.4

16,974.7

Liabilities

Current maturities of long-term debt

400.0

0.4

0.5

Short-term debt

0.0

550.0

Trade payables and accruals

382.3

438.5

383.5

Other current liabilities

449.0

487.9

407.9

Liabilities held for sale

0.0

29.3

0.0

Total current liabilities

1,231.3

956.1

1,341.9

Long-term debt

3,964.3

4,361.7

4,359.2

Deferred income taxes, net

1,290.5

1,358.3

1,323.6

Deferred revenue

127.0

130.6

134.3

Noncurrent operating lease liabilities

521.2

522.6

536.1

Other noncurrent liabilities

819.1

822.2

849.9

Total liabilities

7,953.4

8,151.5

8,545.0

Equity

Common stock, $1 par value

129.4

130.6

132.0

Capital in excess of par value

2,916.1

2,930.0

2,904.5

Retained earnings

5,541.9

5,590.1

5,494.9

Accumulated other comprehensive loss

(122.7

)

(125.6

)

(124.5

)

Total shareholder’s equity

8,464.7

8,525.1

8,406.9

Noncontrolling interest

23.9

23.8

22.8

Total equity

8,488.6

8,548.9

8,429.7

Total liabilities and equity

16,442.0

16,700.4

16,974.7

Table C

Vulcan Materials Company

and Subsidiary Companies

(in millions)

Consolidated Statements of Cash Flows

Six Months Ended

June 30

(Condensed and unaudited)

2026

2025

Operating Activities

Net earnings

490.3

450.2

Adjustments to reconcile net earnings to net cash provided by operating activities

Depreciation, depletion, accretion and amortization

347.8

371.8

Noncash operating lease expense

26.9

26.7

Net (gain) loss on sale of property, plant & equipment and businesses

11.6

(8.6

)

Contributions to pension plans

(4.2

)

(3.4

)

Share-based compensation expense

24.7

33.0

Deferred income taxes, net

(68.2

)

(11.3

)

Changes in assets and liabilities before initial effects of business acquisitions and dispositions

(254.1

)

(273.0

)

Other, net

9.8

7.8

Net cash provided by operating activities

584.6

593.2

Investing Activities

Purchases of property, plant & equipment

(370.4

)

(270.9

)

Proceeds from sale of property, plant & equipment

18.1

19.2

Proceeds from sale of businesses

572.1

19.0

Payment for businesses acquired, net of acquired cash and adjustments

(75.0

)

(5.2

)

Other, net

0.0

1.0

Net cash provided by (used for) investing activities

144.8

(236.9

)

Financing Activities

Payment of short-term debt and other financing obligations

(50.0

)

0.0

Payment of current maturities and long-term debt

(0.3

)

(400.4

)

Payment of finance leases

(4.9

)

(5.8

)

Purchases of common stock

(399.8

)

(38.1

)

Dividends paid

(135.4

)

(130.7

)

Share-based compensation, shares withheld for taxes

(38.3

)

(29.3

)

Distribution to noncontrolling interest

(1.4

)

(1.5

)

Other, net

0.0

(0.3

)

Net cash used for financing activities

(630.1

)

(606.1

)

Net increase (decrease) in cash and cash equivalents and restricted cash

99.3

(249.8

)

Cash and cash equivalents and restricted cash at beginning of year

189.4

600.8

Cash and cash equivalents and restricted cash at end of period

288.7

351.0

Table D

Segment Financial Data and Unit Shipments

(in millions, except per unit data)

Three Months Ended

June 30

Six Months Ended

June 30

2026

2025

2026

2025

Total Revenues

Aggregates 1

1,763.0

1,649.6

3,213.5

2,985.4

Asphalt 2

330.0

368.9

545.8

577.6

Concrete

186.8

220.6

374.3

397.7

Segment sales

2,279.8

2,239.1

4,133.6

3,960.7

Aggregates intersegment sales

(124.0

)

(136.7

)

(221.9

)

(223.7

)

Total

2,155.8

2,102.4

3,911.7

3,737.0

Gross Profit

Aggregates

567.3

559.5

967.7

916.9

Asphalt

49.8

57.2

62.0

Concrete

8.4

8.5

18.5

11.6

Total

625.5

625.2

1,048.2

990.5

Depreciation, Depletion, Accretion and Amortization

Aggregates

152.8

144.3

298.6

294.7

Asphalt

11.2

14.0

22.4

26.0

Concrete

3.9

19.0

8.0

34.5

Other

9.6

8.2

18.8

16.6

Total

177.5

185.5

347.8

371.8

Average Unit Sales Price and Unit Shipments

Aggregates

Freight-adjusted revenues 3

1,376.4

1,310.1

2,515.4

2,362.1

Aggregates - tons

59.9

59.3

109.9

107.0

Freight-adjusted sales price 4

22.97

22.11

22.89

22.07

Other Products

Asphalt Mix - tons

3.4

3.9

5.7

6.1

Asphalt Mix - sales price 5

85.74

81.29

84.92

81.30

Ready-mixed concrete - cubic yards

1.0

1.2

2.0

2.1

Ready-mixed concrete - sales price 5

189.94

186.60

190.20

187.83

Includes product sales (crushed stone, sand and gravel, sand, and other aggregates), as well as freight & delivery costs that we pass along to our

customers, and service revenues related to aggregates.

Includes product sales, as well as service revenues from our asphalt construction paving business.

Freight-adjusted revenues are Aggregates segment sales excluding freight & delivery revenues and other revenues related to services, such as landfill

tipping fees, that are derived from our aggregates business.

Freight-adjusted sales price is calculated as freight-adjusted revenues divided by aggregates unit shipments.

Sales price is calculated by dividing revenues generated from the shipment of product (excluding service revenues generated by the segments) by total units of

the product shipped.

Appendix 1

Reconciliation of Non-GAAP Measures

Aggregates segment freight-adjusted revenues is not a Generally Accepted Accounting Principle (GAAP) measure and should not be considered as an alternative to metrics

defined by GAAP. We present this metric as it is consistent with the basis by which we review our operating results. We believe that this presentation is consistent with our competitors and meaningful to our investors as it excludes revenues

associated with freight & delivery, which are pass-through activities. It also excludes other revenues related to services, such as landfill tipping fees, that are derived from our aggregates business. Additionally, we use this metric as the

basis for calculating the average sales price of our aggregates products. Reconciliation of this metric to its nearest GAAP measure is presented below:

Aggregates Segment Freight-Adjusted Revenues

(in millions, except per unit data)

Three Months Ended

June 30

Six Months Ended

June 30

Trailing-Twelve Months Ended

June 30

2026

2025

2026

2025

2026

2025

Aggregates segment

Segment sales

1,763.0

1,649.6

3,213.5

2,985.4

6,525.2

6,030.1

Freight & delivery revenues 1

(360.4

)

(310.9

)

(648.6

)

(575.2

)

(1,288.6

)

(1,193.3

)

Other revenues

(26.2

)

(28.6

)

(49.5

)

(48.1

)

(97.9

)

(92.6

)

Freight-adjusted revenues

1,376.4

1,310.1

2,515.4

2,362.1

5,138.7

4,744.3

Unit shipments - tons

59.9

59.3

109.9

107.0

229.6

218.7

Freight-adjusted sales price

22.97

22.11

22.89

22.07

22.38

21.70

At the segment level, freight & delivery revenues include intersegment freight & delivery (which are

eliminated at the consolidated level) and freight to remote distribution sites.

GAAP does not define “cash gross profit,” and it should not be considered as an alternative to earnings measures defined by GAAP. We and the investment community use this

metric to assess the operating performance of our business. Additionally, we present this metric as we believe that it closely correlates to long-term shareholder value. Cash gross profit adds back noncash charges for depreciation, depletion,

accretion and amortization to gross profit. Segment cash gross profit per unit is computed by dividing segment cash gross profit by units shipped. Segment cash cost of sales per unit is computed by subtracting segment cash gross profit per unit

from segment freight-adjusted sales price. Reconciliation of these metrics to their nearest GAAP measures are presented below:

Cash Gross Profit

(in millions, except per unit data)

Three Months Ended

June 30

Six Months Ended

June 30

Trailing-Twelve Months Ended

June 30

2026

2025

2026

2025

2026

2025

Aggregates segment

Gross profit

567.3

559.5

967.7

916.9

2,015.5

1,901.8

Depreciation, depletion, accretion and amortization

152.8

144.3

298.6

294.7

607.5

558.9

Cash gross profit

720.1

703.8

1,266.3

1,211.6

2,623.1

2,460.7

Unit shipments - tons

59.9

59.3

109.9

107.0

229.6

218.7

Gross profit per ton

9.47

9.44

8.81

8.57

8.78

8.70

Freight-adjusted sales price

22.97

22.11

22.89

22.07

22.38

21.70

Cash gross profit per ton

12.02

11.88

11.53

11.32

11.42

11.25

Freight-adjusted cash cost of sales per ton

10.95

10.23

11.36

10.75

10.96

10.45

Asphalt segment

Gross profit

49.8

57.2

62.0

174.0

168.3

Depreciation, depletion, accretion and amortization

11.2

14.0

22.4

26.0

46.1

50.4

Cash gross profit

61.0

71.2

84.4

88.0

220.1

218.7

Concrete segment

Gross profit

8.4

8.5

18.5

11.6

42.8

22.9

Depreciation, depletion, accretion and amortization

3.9

19.0

8.0

34.5

35.5

55.7

Cash gross profit

12.3

27.5

26.5

46.1

78.3

78.6

Appendix 2

Reconciliation of Non-GAAP Measures (Continued)

GAAP does not define “Earnings Before Interest, Taxes, Depreciation and Amortization” (EBITDA), and it should not be considered as an alternative to earnings measures

defined by GAAP. We use this metric to assess the operating performance of our business and as a basis for strategic planning and forecasting as we believe that it closely correlates to long-term shareholder value. We do not use this metric as a

measure to allocate resources. We adjust EBITDA for certain items to provide a more consistent comparison of earnings performance from period to period. Reconciliation of this metric to its nearest GAAP measure is presented below (numbers may not

foot due to rounding):

EBITDA and Adjusted EBITDA

(in millions)

Three Months Ended

June 30

Six Months Ended

June 30

Trailing-Twelve Months Ended

June 30

2026

2025

2026

2025

2026

2025

Net earnings attributable to Vulcan

323.4

320.9

488.9

449.8

1,115.7

951.2

Income tax expense, including discontinued operations

81.8

90.6

127.3

124.0

309.2

250.7

Interest expense, net

54.7

59.2

108.6

118.9

216.1

209.9

Depreciation, depletion, accretion and amortization

177.5

185.5

347.8

371.8

724.4

696.3

EBITDA

637.5

656.1

1,072.6

1,064.5

2,365.4

2,108.0

(Gain) loss on discontinued operations

(1.7

)

2.8

(0.3

)

4.1

1.7

9.3

(Gain) loss on sale of real estate and businesses, net

13.2

0.0

13.2

0.0

(29.2

)

(36.7

)

Loss on impairments

0.0

86.6

Charges associated with divested operations

4.5

0.0

6.5

0.0

7.1

16.7

Acquisition related charges 1

0.5

0.6

0.5

1.8

0.7

17.1

CEO transition and reorganization charges2

0.0

8.6

0.0

8.6

0.0

Adjusted EBITDA

654.0

659.5

1,101.1

1,070.4

2,354.3

2,201.1

Total revenues

2,155.8

2,102.4

3,911.7

3,737.0

8,115.7

7,594.6

Adjusted EBITDA margin

30.3

31.4

28.1

28.6

29.0

Represents charges associated with acquisitions requiring clearance under federal antitrust laws.

Represents employee termination and other discrete charges directly related to organizational changes resulting from the appointment of Ronnie Pruitt as CEO,

effective January 1, 2026.

Similar to our presentation of Adjusted EBITDA, we present Adjusted Diluted Earnings Per Share (EPS) attributable to Vulcan from continuing operations to provide a more

consistent comparison of earnings performance from period to period. This metric is not defined by GAAP and should not be considered as an alternative to earnings measures defined by GAAP. Reconciliation of this metric to its nearest GAAP measure

is presented below:

Adjusted Diluted EPS Attributable to Vulcan from Continuing Operations (Adjusted Diluted EPS)

Three Months Ended

June 30

Six Months Ended

June 30

Trailing-Twelve Months Ended

June 30

2026

2025

2026

2025

2026

2025

Net earnings attributable to Vulcan

2.48

2.42

3.74

3.38

8.48

7.15

Items included in Adjusted EBITDA above, net of tax

0.10

0.02

0.16

0.04

(0.06

)

0.67

NOL carryforward valuation allowance

0.01

0.03

0.07

0.02

Adjusted diluted EPS attributable to Vulcan from

continuing operations

2.59

2.45

3.93

3.45

8.49

7.84

Projected Adjusted EBITDA is not defined by GAAP and should not be considered as an alternative to earnings measures defined by GAAP. Reconciliation of this metric to its

nearest GAAP measure is presented below:

2026 Projected Adjusted EBITDA

(in millions)

Mid-point

Net earnings attributable to Vulcan

1,215

Income tax expense, including discontinued operations

340

Interest expense, net

215

Depreciation, depletion, accretion and amortization

700

Projected EBITDA

2,470

Items included in Adjusted EBITDA

Projected Adjusted EBITDA

2,500

Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, we have not

provided reconciliations for forward-looking non-GAAP measures, other than the reconciliation of Projected Adjusted EBITDA as noted above. For the same reasons, we are unable to address the probable significance of the unavailable information,

which could be material to future results.

Appendix 3

Reconciliation of Non-GAAP Measures (Continued)

Net debt to Adjusted EBITDA is not a GAAP measure and should not be considered as an alternative to metrics defined by GAAP. We, the investment community and credit

rating agencies use this metric to assess our leverage. Net debt subtracts cash and cash equivalents and restricted cash from total debt. Reconciliation of this metric to its nearest GAAP measure is presented below:

Net Debt to Adjusted EBITDA

(in millions)

June 30

2026

2025

Debt

Current maturities of long-term debt

400.0

0.5

Short-term debt

0.0

550.0

Long-term debt

3,964.3

4,359.2

Total debt

4,364.3

4,909.7

Cash and cash equivalents and restricted cash

(288.7

)

(351.0

)

Net debt

4,075.6

4,558.7

Trailing-Twelve Months (TTM) Adjusted EBITDA

2,354.3

2,201.1

Total debt to TTM Adjusted EBITDA

1.9

2.2

Net debt to TTM Adjusted EBITDA

1.7

2.1

We define “Return on Invested Capital” (ROIC) as Adjusted EBITDA for the trailing-twelve months divided by average invested capital (as illustrated below) during the

trailing 5-quarters. Our calculation of ROIC is considered a non-GAAP financial measure because we calculate ROIC using the non-GAAP metric EBITDA. We believe that our ROIC metric is meaningful because it helps investors assess how effectively we

are deploying our assets. Although ROIC is a standard financial metric, numerous methods exist for calculating a company’s ROIC. As a result, the method we use to calculate our ROIC may differ from the methods used by other companies. This metric

is not defined by GAAP and should not be considered as an alternative to earnings measures defined by GAAP. Reconciliation of this metric to its nearest GAAP measure is presented below (numbers may not foot due to rounding):

Return on Invested Capital

(dollars in millions)

Trailing-Twelve Months Ended

June 30

2026

2025

Adjusted EBITDA

2,354.3

2,201.1

Average invested capital

Property, plant & equipment, net

8,344.9

7,600.8

Goodwill

3,802.8

3,684.3

Other intangible assets

1,565.8

1,591.5

Fixed and intangible assets

13,713.5

12,876.6

Current assets

2,069.4

2,124.9

Cash and cash equivalents

(233.6

)

(338.1

)

Current tax

(27.1

)

(41.7

)

Adjusted current assets

1,808.7

1,745.1

Current liabilities

(1,093.0

)

(989.8

)

Current maturities of long-term debt

80.3

80.5

Short-term debt

149.4

129.0

Adjusted current liabilities

(863.3

)

(780.3

)

Adjusted net working capital

945.4

964.8

Average invested capital

14,658.9

13,841.4

Return on invested capital

16.1

15.9

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