X0306 4 2013-06-11 0 0001073429 US CONCRETE INC USCR 0001197259 WHIPPOORWILL ASSOCIATES, INC. 11 MARTINE AVENUE WHITE PLAINS NY 10606 0 0 1 0 0001251922 GREENHAUS SHELLEY F C/O WHIPPOORWILL ASSOCIATES, INC. 11 MARTINE AVENUE WHITE PLAINS NY 10606 0 0 1 0 0001434803 Gendal Steven K. C/O WHIPPOORWILL ASSOCIATES, INC. 11 MARTINE AVENUE WHITE PLAINS NY 10606 0 0 1 0 Common Stock, par value $0.001 per share 2013-06-11 4 P 0 775 15.5401 A 2725335 D Common Stock, par value $0.001 per share 2013-06-12 4 P 0 16959 15.2857 A 2742294 D The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.52 to $15.55, inclusive. The Reporting Persons (as defined below) undertake to provide U.S. Concrete, Inc., any security holder of U.S. Concrete, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. This is a joint filing by Whippoorwill Associates, Inc. ("Whippoorwill"), Shelley F. Greenhaus and Steven K. Gendal (collectively, the "Reporting Persons"). Whippoorwill is the designated filer. The Reporting Persons are filing this joint Form 4 because each of them may be deemed to be a beneficial owner of the shares covered by this Form 4. The Reporting Persons disclaim membership in a group with respect to the securities reported herein. The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.22 to $15.30, inclusive. The Reporting Persons undertake to provide U.S. Concrete, Inc., any security holder of U.S. Concrete, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. /s/ Shelley F. Greenhaus, President, on behalf of Whippoorwill Associates, Inc. 2013-06-13 /s/ Shelley F. Greenhaus 2013-06-13 /s/ Steven K. Gendal 2013-06-13