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Dycom (DY) SVP Urness gains 6,042 shares, 4,440 withheld for taxes

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dycom Industries senior vice president, general counsel and secretary Ryan F. Urness received 6,042 shares of common stock on March 30, 2026 through the settlement of performance-vesting restricted stock units. No consideration was paid for this grant, which included 1,987 supplemental shares tied to three-year performance results.

To cover tax liabilities from the vesting of performance and time-vesting restricted stock units, 4,440 shares were withheld at a price of $341.96 per share. After these compensation-related transactions, Urness directly owns 39,978 shares of Dycom common stock, including unvested time-vesting restricted stock units.

Positive

  • None.

Negative

  • None.
Insider URNESS RYAN F
Role SVP, GC & Secretary
Type Security Shares Price Value
Grant/Award Common Stock 6,042 $0.00 --
Tax Withholding Common Stock 4,440 $341.96 $1.52M
Holdings After Transaction: Common Stock — 44,418 shares (Direct)
Footnotes (1)
  1. Represents shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units ("PRSUs") on March 30, 2026. Each PRSU represented 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 1,987 of supplemental shares that vested in connection with the satisfaction of the performance measures described in the previous sentence over the preceding three year performance period. No consideration was paid. Includes unvested time-vesting restricted stock units ("TRSUs"). Withholding of common stock for the payment of tax liability incident to the vesting of PRSUs and TRSUs.
Stock award shares 6,042 shares Common stock acquired from PRSU settlement on March 30, 2026
Tax withholding shares 4,440 shares Shares withheld to cover tax liability on vesting
Withholding price $341.96 per share Price used for tax-withholding share disposition
Post-transaction holdings 39,978 shares Direct DY common stock ownership after transactions
Supplemental vested shares 1,987 shares Additional shares vested from three-year performance period
performance-vesting restricted stock units financial
"Represents shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units"
Performance-vesting restricted stock units are a form of employee pay where future company shares are granted only if the business meets specific targets, such as revenue, profit, or stock-price goals. Think of them as a bonus you earn only when certain milestones are hit; for investors they matter because they can increase the number of shares outstanding if goals are met and they reveal how management is being motivated to hit particular financial or operational objectives.
PRSUs financial
"Each PRSU represented a contingent right to acquire one share of DY common stock"
A PRSU is a type of employee equity award that turns into actual company shares only if preset performance goals are met over a specified time. Think of it like a prize that only pays out when a team hits agreed targets; investors watch PRSUs because they tie management pay to results, can increase the number of shares outstanding when paid, and therefore affect shareholder value and incentives.
time-vesting restricted stock units financial
"Includes unvested time-vesting restricted stock units ("TRSUs")."
TRSUs financial
"Includes unvested time-vesting restricted stock units ("TRSUs")."
operating earnings financial
"The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income"
Operating earnings are the profit a company generates from its core business activities after subtracting everyday costs like wages, rent, and materials but before interest, taxes and one‑time gains or losses. Think of it as the result of running the business day to day—like a household’s monthly budget outcome before mortgage interest or a sudden unexpected bill—and investors use it to judge how healthy and repeatable a company’s core profit is.
ratio of operating cash flow to net income financial
"The annual performance measures are based on (i) operating earnings and (ii) the ratio of operating cash flow to net income"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
URNESS RYAN F
(Last)(First)(Middle)
300 BANYAN BLVD
SUITE 1101
(Street)
WEST PALM BEACH FLORIDA 33401
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DYCOM INDUSTRIES INC [ DY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, GC & Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock03/30/2026A6,042(1)A$0.00(2)44,418(3)D
Common Stock03/30/2026F(4)4,440D$341.9639,978(3)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of DY common stock acquired upon the settlement of performance-vesting restricted stock units ("PRSUs") on March 30, 2026. Each PRSU represented 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 1,987 of supplemental shares that vested in connection with the satisfaction of the performance measures described in the previous sentence over the preceding three year performance period.
2. No consideration was paid.
3. Includes unvested time-vesting restricted stock units ("TRSUs").
4. Withholding of common stock for the payment of tax liability incident to the vesting of PRSUs and TRSUs.
Remarks:
/s/ Ryan F. Urness03/31/2026
** Signature of Reporting PersonDate
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 4 (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 Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider stock transactions did DY executive Ryan F. Urness report?

Ryan F. Urness reported receiving 6,042 DY common shares from vested performance-vesting restricted stock units. As part of the same event, 4,440 shares were withheld to satisfy tax obligations related to the vesting of performance and time-based restricted stock units.

How many Dycom (DY) shares does Ryan F. Urness hold after this Form 4?

After the reported transactions, Ryan F. Urness directly holds 39,978 Dycom common shares. This total includes both fully vested shares and unvested time-vesting restricted stock units that remain subject to continued service or other vesting conditions.

Was cash paid by Ryan F. Urness for the 6,042 awarded DY shares?

No cash consideration was paid by Ryan F. Urness for the 6,042 Dycom shares. They were issued upon settlement of performance-vesting restricted stock units granted under the company’s equity compensation program, based on pre-established financial performance measures.

Why were 4,440 DY shares disposed of in Ryan F. Urness’s Form 4?

The 4,440 Dycom shares were withheld to pay tax liabilities triggered by the vesting of performance and time-based restricted stock units. This tax-withholding disposition is not an open-market sale but a standard mechanism to satisfy withholding obligations.

What performance measures affected Ryan F. Urness’s PRSU vesting at Dycom (DY)?

The performance-vesting restricted stock units vested based on annual measures of operating earnings and the ratio of operating cash flow to net income, each calculated before certain items, over a three-year performance period defined in the award documentation.

How many supplemental DY shares vested for Ryan F. Urness from prior performance periods?

The 6,042 Dycom shares reported include 1,987 supplemental shares. These supplemental shares vested because performance measures for operating earnings and the operating cash flow to net income ratio were satisfied over the preceding three-year performance period.