Executive Chairman Tutor Ronald N converted options into 281,986 shares, covered exercise/tax liability with 143,191 shares, gifted 138,795 shares and received a gift of 138,795 shares (SEC Form 4)
$TPC
General Bldg Contractors - Nonresidential Bldgs
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
TUTOR PERINI CORP [ TPC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/08/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 03/08/2025 | M | 176,729 | A | (1) | 176,729 | D | |||
| Common Stock | 03/08/2025 | F | 89,742 | D | $26.58 | 86,987 | D | |||
| Common Stock | 03/08/2025 | G | 86,987 | D | $0 | 0 | D | |||
| Common Stock | 03/08/2025 | G | 86,987 | A | $0 | 3,340,787 | I | By Tutor Marital Property Trust | ||
| Common Stock | 03/09/2025 | M | 105,257 | A | (1) | 105,257 | D | |||
| Common Stock | 03/09/2025 | F | 53,449 | D | $26.58 | 51,808 | D | |||
| Common Stock | 03/09/2025 | G | 51,808 | D | $0 | 0 | D | |||
| Common Stock | 03/09/2025 | G | 51,808 | A | $0 | 3,392,595 | I | By Tutor Marital Property Trust | ||
| Common Stock | 2,362,267 | I | By Ronald N. Tutor Separate Property Trust | |||||||
| Common Stock | 1,533,255 | I | By Ronald N. Tutor 2018 Dynasty Trust | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 03/08/2025 | M | 176,729 | (2) | (2) | Common Stock | 176,729 | $0 | 176,730 | D | ||||
| Restricted Stock Units | (1) | 03/09/2025 | M | 105,257 | (3) | (3) | Common Stock | 105,257 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The restricted stock units (RSUs) convert into common stock of Tutor Perini Corporation on a 1-for-1 basis. |
| 2. On March 8, 2023, the reporting person was granted 530,188 RSUs, of which 176,729 vest on each of March 8, 2024 and 2025, and 176,730 vest on March 8, 2026, contingent upon the reporting person's continued employment through these dates. |
| 3. On March 9, 2022, the reporting person was granted 315,769 RSUs, of which 105,256 vested on each of March 9, 2023 and 2024, and 105,257 vested on March 9, 2025. |
| Remarks: |
| /s/ Ifigenia Protopappas, Attorney-in-Fact | 03/11/2025 | |
| ** 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 4 (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. | ||