STEVEN E. NIELSEN - 28 Mar 2023 Form 4 Insider Report for DYCOM INDUSTRIES INC (DY)

Signature
/s/ Steven E. Nielsen by POA from Ryan F. Urness
Issuer symbol
DY
Transactions as of
28 Mar 2023
Transactions value $
-$941,835
Form type
4
Filing time
30 Mar 2023, 17:53:09 UTC
Previous filing
17 Feb 2023
Next filing
26 May 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DY Restricted Stock Units Award $0 +7,619 +1.12% $0 689,838 28 Mar 2023 Direct F1, F2, F3
transaction DY Common Stock Award $0 +21,385 +3.1% $0 711,223 30 Mar 2023 Direct F3, F4
transaction DY Common Stock Tax liability -$1,041,825 -10,947 -1.54% $95.17 700,276 30 Mar 2023 Direct F5
transaction DY Common Stock Options Exercise $99,965 +2,176 +0.31% $45.94 702,452 30 Mar 2023 Direct
transaction DY Common Stock Options Exercise $25.00 +1 +0% $25.15 702,453 30 Mar 2023 Direct
transaction DY Common Stock Gift $0 -14,711 -2.09% $0 687,742 30 Mar 2023 Direct F6

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DY Stock Option (Right to Buy) Award $0 +24,280 $0 24,280 28 Mar 2023 Common Stock 24,280 $94.99 Direct F7, F8
transaction DY Employee stock option (right to buy) Options Exercise $0 -2,176 -5.54% $0 37,099 30 Mar 2023 Common Stock 2,176 $45.94 Direct F7, F9
transaction DY Stock Option (Right to Buy) Options Exercise $0 -1 -0% $0 58,301 30 Mar 2023 Common Stock 1 $25.15 Direct F7, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a contingent right to acquire one (1) share of Dycom Industries, Inc. common stock par value $0.33 1/3 per share ("DY common stock").
F10 The option vests in four equal annual installments beginning on March 27, 2021.
F2 The restricted stock units vest in four substantially equal annual installments beginning March 30, 2024.
F3 No consideration was paid for the restricted stock units.
F4 Represents shares of DY common stock acquired upon the settlement of restricted stock units ("RSUs") on March 30, 2023. Each RSU represents a contingent right to acquire one share of DY common stock upon the satisfaction of pre-established performance measures set forth in the award documents. The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income, in each case before certain items. The shares reported include 1544 shares that vested in connection with the satisfaction of the performance measures described in the previous sentence over the preceding three year performance period.
F5 Withholding of common stock for the payment of tax liability incident to the vesting of restricted stock units.
F6 Gift to the Margaret Ellen Nielsen Foundation, a charitable foundation of which Mr. Nielsen is President and a Director. Mr. Nielsen disclaims beneficial ownership of all shares of common stock held by the foundation.
F7 No consideration was paid for the derivative security.
F8 The option vests in four equal annual installments beginning on March 28, 2024.
F9 The option vested in four substantially equal annual installments beginning on March 29, 2020.