Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 10, 2024

Eagle Materials Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	1-12984	75-2520779
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5960 Berkshire Ln., Suite 900 Dallas, Texas		75225
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (214) 432-2000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $0.01 par value

EXP

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure

Eagle Materials Inc., a Delaware corporation (“Eagle”), announced the entry into a definitive agreement to acquire an aggregates business located in Western Pennsylvania. A copy of Eagle’s press release announcing this acquisition is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference. Pursuant to the rules of the Securities and Exchange Commission, the information contained in this report (including the exhibits) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing by Eagle under such Act or the Securities Act of 1933, as amended.

Item 9.01

Financial Statements and Exhibits


Exhibit Number		Description

99.1		Press Release (announcing entry into definitive agreement)

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


EAGLE MATERIALS INC.

By:		/s/ Matt Newby Matt Newby Executive Vice President, General Counsel and Secretary

Date: December 10, 2024

EXHIBIT 99.1

Contact at 214-432-2000

Michael R. Haack

President and CEO

D. Craig Kesler

Executive Vice President & CFO

Alex Haddock

Senior Vice President

EAGLE MATERIALS ANNOUNCES AGREEMENT TO ACQUIRE PURE-PLAY

AGGREGATES ASSET IN WESTERN PENNSYLVANIA

DALLAS, TX (December 10, 2024): Eagle Materials Inc. (NYSE: EXP) today announced it has entered into a definitive agreement to acquire Bullskin Stone & Lime, LLC, a pure-play aggregates business located in Western Pennsylvania. The business serves the Pittsburgh and broader Western Pennsylvania markets.

The purchase price is $152.5 million, subject to customary post-closing adjustments. The transaction is expected to close in the next 60 days, subject to the satisfaction of customary closing conditions.

Commenting on the acquisition, Michael Haack, President and CEO, said, “The acquisition of Bullskin Stone & Lime further advances Eagle’s long-term growth strategy by adding a pure-play aggregates business that complements and extends our network of aggregates quarries and cement plants and terminals in the region. We look forward to welcoming Bullskin employees to the Eagle Materials organization and are excited about the opportunities this business presents for us moving forward.”

About Eagle Materials Inc.

Eagle Materials Inc. is a leading U.S. manufacturer of heavy construction products and light building materials. Eagle’s primary products, Portland Cement and Gypsum Wallboard, are essential for building, expanding and repairing roads and highways and for building and renovating residential, commercial and industrial structures across America. Eagle manufactures and sells its products through a network of more than 70 facilities spanning 21 states and is headquartered in Dallas, Texas. Visit eaglematerials.com for more information.

For additional information, contact at 214-432-2000.

Michael R. Haack

President and Chief Executive Officer

D. Craig Kesler

Executive Vice President, Finance and Administration and CFO

Alex Haddock

Senior Vice President, Investor Relations, Strategy and Corporate Development

###

Document and Entity Information	Dec. 10, 2024
Cover [Abstract]
Entity Registrant Name	EAGLE MATERIALS INC
Amendment Flag	false
Entity Central Index Key	0000918646
Document Type	8-K
Document Period End Date	Dec. 10, 2024
Entity Incorporation State Country Code	DE
Entity File Number	1-12984
Entity Tax Identification Number	75-2520779
Entity Address, Address Line One	5960 Berkshire Ln.
Entity Address, Address Line Two	Suite 900
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75225
City Area Code	(214)
Local Phone Number	432-2000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, $0.01 par value
Trading Symbol	EXP
Security Exchange Name	NYSE
Entity Emerging Growth Company	false