Vulcan Materials CO

NOTE 10: BENEFIT PLANS

Pension Plans

We sponsortwo qualified, noncontributory defined benefit pension plans, the Vulcan Materials Company Pension Plan (VMC Pension Plan) and the CMG Hourly Pension Plan (CMG Pension Plan). The VMC Pension Plan has been closed to new entrants since 2007, and benefit accruals ceased in 2005 for hourly participants and 2013 for salaried participants. The CMG Pension Plan is closed to new entrants other than through one small union, and benefits continue to accrue equal to a flat dollar amount for each year of service. In addition to these qualified plans, we sponsor three unfunded, nonqualified pension plans. The projected benefit obligation (PBO) presented in the table below includes $30.7 million and $32.5 million related to these unfunded, nonqualified pension plans for 2025 and 2024, respectively.

The following table sets forth the combined funded status of the plans and their reconciliation with the related amounts recognized in our consolidated financial statements at December 31:

The increase in actuarial loss as of December 31, 2025 was primarily attributable to the decrease in discount rates for the plans and updates to the demographic assumptions, including mortality tables.

The following table sets forth the pension plans for which their accumulated benefit obligation (ABO) or projected benefit obligation (PBO) exceeds the fair value of their respective plan assets at December 31:

The following table sets forth the components of net periodic benefit cost, amounts recognized in other comprehensive income and weighted-average assumptions of the plans for the years ended December 31:

Plan assets are primarily invested in liability hedging assets which include money market securities, inflation linked debt securities, public corporate debt securities and government debt securities that are actively managed to match the duration of the plans’ liabilities.

At each measurement date, we estimate the net asset values and fair values of our pension assets using various valuation techniques. For certain investments, we use the net asset value (NAV) as a practical expedient to estimating fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels as described below:

The fair values and net asset values of our pension plan assets at December 31, 2025 and 2024 are in the tables below. The assets in the common/collective trusts and in the private partnerships consist of both return seeking and liability hedging investments.

Fair Value Measurements at December 31, 2025

Fair Value Measurements at December 31, 2024

The following describes the types of investments included in each asset category listed in the tables above and the valuation techniques we used to determine the fair values or net asset values as of December 31, 2025 and 2024.

The debt funds category consists of U.S. federal, state and local government debt securities, corporate debt securities, foreign government debt securities, asset-backed securities and derivatives. The fair values of U.S. government and corporate debt securities are based on current market rates and credit spreads for debt securities with similar maturities. The fair values of debt securities issued by foreign governments are based on prices obtained from broker/dealers and international indices. The fair values of asset-backed securities are priced using prepayment speed and spread inputs that are sourced from the new issue market. Derivatives are valued using pricing models based on the prevailing forward exchange rate of the underlying currencies taking into account the creditworthiness of the counterparties.

Common/collective trust fund investments consist of an index fund investing primarily in domestic equities and a short-term investment fund for highly liquid, short-term debt securities. Investments are valued at the NAV of units of a bank collective trust. The NAV is based on the fair value of the underlying investments held by the fund less its liabilities. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV.

The private partnerships category consists primarily of secondary private equity funds. The NAV of these investments has been estimated based on methods employed by the general partners, including reference to third-party transactions and valuations of comparable companies.

Total employer contributions to the pension plans are presented below:

For our qualified pension plans, we made contributions of $10.9 million and $2.0 million in 2025 and 2024, respectively, and madeno contribution during 2023. We anticipate making a $3.9 million contribution to our qualified pension plans in 2026. For our nonqualified pension plans, we contributed $3.7 million, $6.7 million and $7.4 million during 2025, 2024 and 2023, respectively, and expect to contribute $3.8 million during 2026.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

We contribute to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements for union-represented employees. The risks of participating in multiemployer plans differ from single employer plans as follows:

•assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers

•if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers

•if we cease to have an obligation to contribute to one or more of the multiemployer plans to which we contribute, we may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability

None of the multiemployer pension plans that we participate in are individually significant. Our contributions to individual multiemployer pension plans did not exceed 5% of the plans’ total contributions in the three years ended December 31, 2025, 2024 and 2023. Total contributions to multiemployer pension plans were $32.6 million, $30.2 million and $36.6 million in 2025, 2024 and 2023, respectively.

As of December 31, 2025, a total of 14.6% of our domestic hourly labor force was covered by collective-bargaining agreements. Of such employees covered by collective-bargaining agreements,43.7% were covered by agreements that expire in 2026. We also employed 218 union employees in Mexico who are covered by a collective-bargaining agreement that will expire in 2026. None of our union employees in Mexico participate in multiemployer pension plans.

In addition to the pension plans noted above, we hadone unfunded supplemental retirement plan as of December 31, 2025 and 2024. The accrued costs for the supplemental retirement plan were $0.6 million and $0.5 million at December 31, 2025 and 2024, respectively.

Postretirement Plans

In addition to pension benefits, we provide certain healthcare and life insurance benefits for some retired employees. Our employer portion of the medical coverage cost for the postretirement healthcare plan is capped. Substantially all of our salaried employees and, where applicable, certain of our hourly employees may become eligible for these benefits if they reach a qualifying age and meet certain service requirements. Generally, Company-provided healthcare benefits end when covered individuals become eligible for Medicare benefits, become eligible for other group insurance coverage or reach age 65 (whichever occurs first).

The following table sets forth the combined funded status of the plans and their reconciliation with the related amounts recognized in our consolidated financial statements at December 31:

The increase in actuarial gain as of December 31, 2025 was primarily attributable to favorable claims experience and demographic assumption updates to better reflect anticipated experience for the plans.

The following table sets forth the components of net periodic benefit cost, amounts recognized in other comprehensive income, weighted-average assumptions and assumed trend rates of the plans for the years ended December 31:

Total employer contributions to the postretirement plans are presented below:

The employer contributions shown above are equal to the benefits paid during the year. The plans are not funded and are not subject to any regulatory funding requirements.

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Contributions by participants to the postretirement benefit plans for the years ended December 31 are as follows:

Pension and Other Postretirement Benefits Assumptions

Each year, we review our assumptions for discount rates (used for PBO, service cost, and interest cost calculations), the per capita cost of healthcare benefits and the expected return on plan assets. Due to plan changes made in 2013, annual pay increases do not materially impact plan obligations.

We use a high-quality bond full yield curve approach (specific spot rates for each annual expected cash flow) to establish the discount rates at each measurement date. At December 31, 2025, the discount rates used were as follows:

•PBO for various plans – ranged from 4.65% to 5.58% (December 31, 2024 ranged from 5.25% to 5.73%)

•Service cost – weighted average of 5.54% and 5.80% for our pension plans and our other postretirement plans, respectively (2024 figures were 5.10% and 4.96%, respectively)

•Interest cost – weighted average of 5.07% and 5.47% for our pension plans and our other postretirement plans, respectively (2024 figures were 4.90% and 4.85%, respectively)

In selecting the rate of increase in the per capita cost of covered healthcare benefits, we consider past performance and forecast of future healthcare cost trends. At December 31, 2025, our assumed rate of increase in the per capita cost of covered healthcare benefits was 8.20% for pre-65 coverage, with rates decreasing each year until reaching 4.50% in 2035 and remaining level thereafter.

Our expected return on plan assets is a long-term view based on our current asset allocation and a judgment informed by consultation with our retirement plans’ consultant and our pension plans’ actuary. For 2025 and 2024, the expected return on plan assets used to measure plan benefit costs was set at 5.90% and 4.85%, respectively. For 2026, the preliminary expected return on plan assets is 5.90%.

Defined Contribution Plans

In addition to our pension and postretirement plans, we sponsorsix defined contribution plans. Substantially all salaried and non-union hourly employees are eligible to be covered by one of these plans. Under these plans, we match employees’ eligible contributions at established rates. Expense recognized in connection with these matching obligations totaled $80.4 million, $87.5 million and $79.2 million in 2025, 2024 and 2023, respectively.