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Get filing alertsEagle Materials grants $6M equity package to CEO, ties exec pay to ROE and stock returns
Filed May 28, 2026 · Period ending May 21, 2026 · ~1 min read
Key Changes
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CEO Michael Haack received $6 million in equity awards (mix of stock options and restricted units), with performance awards potentially doubling to $12M if the company hits maximum ROE and total shareholder return targets through 2029.
Item 5.02 verify on EDGAR → -
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Performance vesting tied to three-year average return on equity through fiscal 2029, adjusted by total shareholder return. Executives earn 50% of target at threshold, up to 200% at maximum performance.
Item 5.02 verify on EDGAR → -
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Stock options priced at $199.13 (May 21 closing price) with 10-year term. Time-vesting awards vest in three equal installments through March 2029, contingent on continued employment.
Item 5.02 verify on EDGAR →
Summary
Eagle Materials disclosed its annual executive compensation awards on May 21, 2026, granting CEO Michael Haack a $6 million equity package split between performance-based and time-based awards. The performance component—half the total value—vests based on the company's return on equity through fiscal 2029, modified by total shareholder return. If Eagle hits maximum targets, Haack could receive double the target shares and options; threshold performance cuts the award in half.
For retail investors, this filing signals how management is being incentivized over the next three years. The focus on ROE and TSR aligns executive pay with profitability and stock performance, which should benefit shareholders if targets are met. Watch the company's fiscal 2027-2029 earnings releases for ROE trends—those metrics will determine whether executives earn their performance awards and whether the compensation structure is driving value creation.
Section-by-Section Diff
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Eagle Materials granted long-term equity awards to executives including CEO and CFO, with performance vesting tied to ROE and TSR through 2029.
Added in current filing · verify on EDGAR →
Effective May 21, 2026, the Compensation Committee, as part of its annual compensation review, approved long-term incentive equity awards under the Eagle Materials Inc. 2023 Equity Incentive Plan (“Plan”) to a group of the Company’s officers, including its named executive officers. The awards are comprised of performance-vesting restricted stock units (“PSUs”), performance-vesting stock options, time-vesting restricted stock units (“RSUs”) and time-vesting stock options.
The Compensation Committee approved annual long-term equity awards for executive officers on May 21, 2026. The awards include both performance-based and time-based components consisting of restricted stock units and stock options under the company's 2023 equity plan.
Added in current filing · verify on EDGAR →
Michael R. Haack 6,000,000 | 7,533 | 19,697 | 7,533 | 19,697
CEO Michael Haack received equity awards with a target value of $6,000,000, consisting of 7,533 PSUs, 19,697 performance-vesting options, 7,533 RSUs, and 19,697 time-vesting options. At maximum performance, he could receive up to 15,066 PSUs and 39,394 performance options.
Show 2 minor / wording changes
Added in current filing · verify on EDGAR →
In accordance with the terms of the Plan, the exercise price of the stock options (whether time-vesting or performance-vesting) is the closing price of the Company’s Common Stock on the date of grant, May 21, 2026 ($199.13), and the stock options have a term of 10 years from the date of grant.
All stock options granted have an exercise price of $199.13, which was the closing stock price on the grant date of May 21, 2026. The options have a 10-year term from the grant date.
Added in current filing · verify on EDGAR →
The RSUs and time-vesting stock options will vest ratably on May 21, 2027; March 31, 2028; and March 31, 2029 (assuming continued service by the relevant officer).
Time-based restricted stock units and options vest in three equal installments on May 21, 2027, March 31, 2028, and March 31, 2029, contingent on continued employment. This provides a three-year retention incentive for executive officers.
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Figures/quotes linked to EDGAR · Narrative written by AI · May 28, 2026 · How we verify