Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On March 11, 2020, George Willis was elected to the Board of Directors (the "Board") of Vulcan Materials Company (the "Company"), effective immediately. Mr. Willis currently serves as President, U.S. Operations of UPS (NYSE: UPS), a global leader in logistics, offering a broad range of solutions including transporting packages and freight, facilitating international trade, and deploying advanced technology to more efficiently manage the world of business.

Mr. Willis has been appointed to serve on the Board's Audit Committee and its Safety, Health and Environmental Affairs Committee. He will receive the directors fees and stock-based compensation for directors previously disclosed in the Company's proxy statement for its 2019 Annual Meeting of Shareholders. He will stand for re-election at the Company's upcoming 2020 Annual Meeting of Shareholders. There are no arrangements or understandings between Mr. Willis and any other persons pursuant to which he was selected as a director. Mr. Willis does not have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

A copy of the Company's press release announcing the election of Mr. Willis to the Board is attached hereto as Exhibit 99.1, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits

 Exhibit
   No.         Description

   99.1          Press Release, dated March 11, 2020

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

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