SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Cribbs Eric

(Last)

(First)

(Middle)

5960 BERKSHIRE LN

SUITE 800

(Street)

DALLAS

75225

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/05/2022

3. Issuer Name and Ticker or Trading Symbol
EAGLE MATERIALS INC [ EXP ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	16,039⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (Right to Buy)	⁽²⁾	05/17/2028	Common Stock	791	$106.24	D
Non-Qualified Stock Option (Right to Buy)	⁽³⁾	05/17/2028	Common Stock	735	$106.24	D
Non-Qualified Stock Option (Right to Buy)	⁽⁴⁾	05/16/2029	Common Stock	4,824	$91.58	D
Non-Qualified Stock Option (Right to Buy)	⁽⁵⁾	05/16/2029	Common Stock	4,568	$91.58	D
Non-Qualified Stock Option (Right to Buy)	⁽⁶⁾	05/19/2030	Common Stock	2,292	$60.21	D
Non-Qualified Stock Option (Right to Buy)	⁽⁷⁾	05/19/2030	Common Stock	1,911	$60.21	D

Explanation of Responses:

1. This number includes the following restricted shares: (a) 701 shares remaining from a grant awarded to the reporting person on 5/16/2019, the restrictions on which will lapse on 3/31/2023; (b) 3,083 shares remaining from a grant awarded to the reporting person on 5/19/2020, the restrictions on which will lapse ratably on March 31 of 2023 and 2024; (c) 2,666 shares remaining from a grant awarded to the reporting person on 5/19/2021, the restrictions on which will lapse ratably on March 31 of 2023, 2024 and 2025; and (d) 1,783 shares awarded to the reporting person on 5/19/2022, the restrictions on which will lapse ratably on March 31 of 2023, 2024, 2025 and 2026.

2. On May 17, 2018, the reporting person was granted an option to purchase up to 3,528 shares of Common Stock subject to the achievement by the Company of certain performance vesting criteria measured at the end of fiscal 2019. On May 13, 2019, the performance conditions were determined to have been satisfied such that stock options vested as to 3,165 shares, 791 of which remain exercisable.

3. On May 17, 2018 the reporting person was granted an option to purchase up to 2,940 shares of Common Stock, and currently 735 of these options remain exercisable.

4. On May 16, 2019, the reporting person was granted an option to purchase up to 5,481 shares of Common Stock subject to the achievement by the Company of certain performance vesting criteria measured at the end of fiscal 2020. On May 4, 2020, the performance conditions were determined to have been satisfied such that stock options vested as to 4,824 shares. Currently 3,618 options are exercisable and the remaining options vest on March 31, 2023.

5. On May 16, 2019 the reporting person was granted an option to purchase up to 4,568 shares of Common Stock. Currently 3,426 options are exercisable and the remaining options will vest on March 31, 2023.

6. On May 19, 2020, the reporting person was granted an option to purchase up to 3,057 shares of Common Stock subject to the achievement by the Company of certain performance vesting criteria measured at the end of fiscal 2021. On May 6, 2021, the performance conditions were determined to have been satisfied such that stock options vested as to 3,057 shares. Currently 764 options are exercisable and the remaining options vest on March 31 of 2023 and 2024.

7. On May 19, 2020 the reporting person was granted an option to purchase up to 2,548 shares of Common Stock. Currently 637 options are exercisable and the remaining options will vest ratably on March 31 of 2023 and 2024.

Remarks:

	/s/ Scott M. Wilson as Attorney-in-Fact for Eric Cribbs	08/15/2022
	** Signature of Reporting Person	Date
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 5 (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.