Core & Main, Inc.

Further, upon a termination without “cause,” each NEO party to an unvested PSA will be entitled to pro rata vesting of the PSA based on the portion of the vesting period applicable to the PSA during which the NEO was employed by the Company and the Company’s performance relative to the financial metrics set forth in the PSA.

Estimated Benefits in Connection with a Change in Control or Termination due to Death or Disability

If an NEO’s employment is terminated as a result of the NEO’s death or disability any unvested RSUs and stock options held by the NEO at the time of his or her death or disability will accelerate and become vested. Further, each NEO party to an unvested PSA will be entitled to pro rata vesting of the PSA based on the portion of the vesting period applicable to the PSA during which the NEO was employed by the Company and the Company’s performance relative to the financial metrics set forth in the PSA.

Vesting of awards granted under our Omnibus Incentive Plan will not be accelerated upon a change in control of the Company if the awards are assumed or replaced with substitute awards that (i) have the same or better terms and conditions, including vesting terms and (ii) provide for accelerated vesting if the grantee’s employment is terminated by the successor company without “cause” or the grantee resigns with “good reason,” in each case within 12 months of the change in control. The amounts shown below reflect the value of accelerated awards upon a change in control of the Company in which our NEOs did not receive replacement awards meeting these criteria.

As described above, assuming a termination of employment due to the executive’s death or disability, or the occurrence of a change in control of the Company in which outstanding unvested awards were not substituted or replaced in accordance with the terms of the Omnibus Incentive Plan, in each case on February 1, 2026, our NEOs would have received benefits from the accelerated vesting of unvested RSUs and stock options, in the following amounts:

(1)Calculated based on a value of $53.36 per unvested RSU, which was the closing price of our Class A common stock on January 30, 2026, the last trading day prior to the end of fiscal 2025.

(2)Calculated based on the “spread value” of outstanding unvested options using a price per share of $53.36 per share, which was the closing price of our Class A common stock on January 30, 2026, the last trading day prior to the end of fiscal 2025.

None of our NEOs are entitled to any additional payments or benefits upon a termination of employment due to the executive’s death or disability or the occurrence of a change in control.