SMALLEY GARY G. 4
4 · TUTOR PERINI CORP · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Tutor Perini CEO Gary Smalley Sells 83,267 Shares
What Happened
- Gary G. Smalley, CEO, President and a director of Tutor Perini Corporation (TPC), had phantom stock units vest on March 12–13, 2026 that were cash‑settled. The filing shows dispositions of 25,918 shares at $69.20 on 2026-03-12 ($1,793,526) and 57,349 shares at $67.76 on 2026-03-13 ($3,885,968), for a total cash settlement of $5,679,494. The Form 4 also reports the corresponding derivative exercise/conversion entries (coded M) with $0 proceeds, reflecting the cash‑settled nature of the awards.
Key Details
- Transaction dates and prices: Mar 12, 2026 — 25,918 shares at $69.20 ($1,793,526); Mar 13, 2026 — 57,349 shares at $67.76 ($3,885,968).
- Total cash received: $5,679,494.
- Shares owned after transaction: not specified in the filing.
- Footnotes: These results reflect cash‑settled phantom stock units originally granted on Mar 12, 2025 (77,754 units, 25,918 vested Mar 12, 2026) and Mar 13, 2024 (172,048 units, 57,349 vested Mar 13, 2026). The reporting person did not buy or sell actual shares; the settlement was cash only, but SEC reporting shows an acquisition and immediate disposition back to the issuer.
- Filing timeliness: Form 4 filed on Mar 16, 2026; appears to be filed within the required reporting window.
Context
- These transactions were settlements of cash‑settled phantom units (not open‑market share sales or stock transfers). Such vesting-settlements are routine compensation events and are reported as acquisitions and dispositions per SEC reporting rules, so they do not necessarily indicate a change in the insider’s view of the company.
Insider Transaction Report
Form 4
SMALLEY GARY G.
DirectorCEO and President
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-03-12+25,918→ 117,397 total - Disposition to Issuer
Common Stock
[F1]2026-03-12$69.20/sh−25,918$1,793,526→ 91,479 total - Exercise/Conversion
Common Stock
[F2]2026-03-13+57,349→ 148,828 total - Disposition to Issuer
Common Stock
[F2]2026-03-13$67.76/sh−57,349$3,885,968→ 91,479 total - Exercise/Conversion
Phantom Stock Units
[F1]2026-03-12−25,918→ 51,836 total→ Common Stock (25,918 underlying) - Exercise/Conversion
Phantom Stock Units
[F2]2026-03-13−57,349→ 57,350 total→ Common Stock (57,349 underlying)
Footnotes (2)
- [F1]On March 12, 2025, the reporting person was granted 77,754 cash-settled phantom stock units, of which 25,918 vested on March 12, 2026 and 25,918 vest on each of March 12, 2027 and 2028, contingent upon the reporting person's continued employment through each applicable vesting date. The 25,918 phantom stock units that vested on March 12, 2026 were settled in cash at a value equal to the number of units vested multiplied by the closing price per share of common stock of Tutor Perini Corporation (Issuer) on the vesting date. The reporting person did not purchase or sell any shares of common stock in the settlement of this award, however, the transaction is required to be reported as an acquisition and disposition of shares back to the Issuer under SEC reporting principles.
- [F2]On March 13, 2024, the reporting person was granted 172,048 cash-settled phantom stock units, of which 57,349 vested on each of March 13, 2025 and 2026, and 57,350 vest on March 13, 2027, contingent upon the reporting person's continued employment through each applicable vesting date. The 57,349 phantom stock units that vested on March 13, 2026 were settled in cash at a value equal to the number of units vested multiplied by the closing price per share of common stock of Tutor Perini Corporation (Issuer) on the vesting date. The reporting person did not purchase or sell any shares of common stock in the settlement of this award, however, the transaction is required to be reported as an acquisition and disposition of shares back to the Issuer under SEC reporting principles.
Signature
/s/ Ifigenia Protopappas, Attorney-in-Fact|2026-03-16