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Core & Main, Inc.

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3634
SEC CIK
0001856525
Parsed reports
253

Last 12 months

Inside the activity.

2 purchase rows · 2 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202600
Apr 202612
May 202600
Jun 202600
Jul 202610
Aug 202600
Sep 202600
Oct 202600

Latest available

Insider transactions

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
January 11, 2024 Filed Jan 16, 2024 19:30 UTC
Giles Jeffrey DVP, Corporate Department
ConversionClass A Common Stock 39,950 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001675 · doc4.xml · nonDerivative · entry 3

Giles Jeffrey D · CIK 0001866555 · VP, Corporate Department

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 48,217

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · kind: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 39,950 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock, on a one-for-one basis.

F5 · shares: On January 11, 2024, pursuant to the terms of the LLC Agreement, 39,950 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 39,950 Paired Interests.

F3 · balance_after: Includes 8,217 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:30 UTC
Giles Jeffrey DVP, Corporate Department
OtherClass A Common Stock 50 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001675 · doc4.xml · nonDerivative · entry 2

Giles Jeffrey D · CIK 0001866555 · VP, Corporate Department

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 8,267

F1 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 50 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 50 shares of Class A common stock of the Issuer ("Class A common stock").

F3 · balance_after: Includes 8,217 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:30 UTC
Giles Jeffrey DVP, Corporate Department
OtherClass A Common Stock 50 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001675 · doc4.xml · nonDerivative · entry 1

Giles Jeffrey D · CIK 0001866555 · VP, Corporate Department

10b5-1 filing: Plan reported

Ownership: Indirect · By LLC

Disclosed balance after: 2

F1 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 50 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 50 shares of Class A common stock of the Issuer ("Class A common stock").

F2 · ownership.direct: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for shares of Class A common stock, on a one-for-one basis.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:31 UTC
Schneider Laura KChief Human Resources Officer
ConversionClass B Common Stock and Limited Partnership Interests · Derivative 100,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001677 · doc4.xml · derivative · entry 5

Schneider Laura K · CIK 0001866572 · Chief Human Resources Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F1 · kind: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 100,000 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F1 · shares: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 100,000 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:31 UTC
Schneider Laura KChief Human Resources Officer
OtherClass B Common Stock and Limited Partnership Interests · Derivative 100,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001677 · doc4.xml · derivative · entry 4

Schneider Laura K · CIK 0001866572 · Chief Human Resources Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 100,000

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F2 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 100,000 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 100,000 Paired Interests.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:31 UTC
Schneider Laura KChief Human Resources Officer
OtherClass B Common Stock and Limited Partnership Interests · Derivative 100,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001677 · doc4.xml · derivative · entry 3

Schneider Laura K · CIK 0001866572 · Chief Human Resources Officer

10b5-1 filing: Plan reported

Ownership: Indirect · By LLC

Disclosed balance after: 618,928

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

F6 · derivative.exercise_price: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F2 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 100,000 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 100,000 Paired Interests.

F6 · derivative.exercise_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · derivative.expiration_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · ownership.direct: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:31 UTC
Schneider Laura KChief Human Resources Officer
SaleClass A Common Stock 100,000 $40.63 $4,062,610.00
Disclosure

SEC source: 0001209191-24-001677 · doc4.xml · nonDerivative · entry 2

Schneider Laura K · CIK 0001866572 · Chief Human Resources Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 9,672

F4 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 11, 2023.

F5 · price: The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $40.3200 to $41.0500 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.

F3 · balance_after: Includes 9,672 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 16, 2024 19:31 UTC
Schneider Laura KChief Human Resources Officer
ConversionClass A Common Stock 100,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001677 · doc4.xml · nonDerivative · entry 1

Schneider Laura K · CIK 0001866572 · Chief Human Resources Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 109,672

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 100,000 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F2 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 100,000 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 100,000 Paired Interests.

F3 · balance_after: Includes 9,672 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
ConversionClass B Common Stock and Limited Partnership Interests · Derivative 149,758 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · derivative · entry 7

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 149,758 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F9 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F4 · kind: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 149,758 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock, on a one-for-one basis.

F4 · shares: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 149,758 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock, on a one-for-one basis.

F9 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F9 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
OtherClass B Common Stock and Limited Partnership Interests · Derivative 149,758 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · derivative · entry 6

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 149,758

Underlying: Class A Common Stock · 149,758 shares

Expires not disclosed

F9 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F9 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F5 · shares: On January 11, 2024, pursuant to the terms of the LLC Agreement, 149,758 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 149,758 Paired Interests.

F9 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F9 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
OtherClass B Common Stock and Limited Partnership Interests · Derivative 149,758 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · derivative · entry 5

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Indirect · By LLC

Disclosed balance after: 2,122,945

Underlying: Class A Common Stock · 149,758 shares

Expires not disclosed

F8 · derivative.exercise_price: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F9 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F8 · date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F9 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F5 · shares: On January 11, 2024, pursuant to the terms of the LLC Agreement, 149,758 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 149,758 Paired Interests.

F8 · derivative.exercise_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F9 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F8 · derivative.expiration_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F9 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F8 · ownership.direct: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
SaleClass A Common Stock 150,000 $40.66 $6,098,520.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · nonDerivative · entry 4

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 73,692

F6 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 11, 2023.

F7 · price: The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $40.2500 to $41.1100 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.

F3 · balance_after: Includes 73,692 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

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January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
ConversionClass A Common Stock 149,758 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · nonDerivative · entry 3

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 223,692

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F4 · kind: On January 11, 2024, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 149,758 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock, on a one-for-one basis.

F5 · shares: On January 11, 2024, pursuant to the terms of the LLC Agreement, 149,758 vested Units held directly by the reporting person were redeemed at the discretion of the reporting person for 149,758 Paired Interests.

F3 · balance_after: Includes 73,692 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
OtherClass A Common Stock 242 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · nonDerivative · entry 2

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 73,934

F1 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 242 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 242 shares of Class A common stock of the Issuer ("Class A common stock").

F3 · balance_after: Includes 73,692 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

Read SEC document
January 11, 2024 Filed Jan 17, 2024 00:30 UTC
LeClair Stephen ODirector · Chief Executive Officer
OtherClass A Common Stock 242 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001676 · doc4.xml · nonDerivative · entry 1

LeClair Stephen O · CIK 0001659312 · Director · Chief Executive Officer

10b5-1 filing: Plan reported

Ownership: Indirect · By LLC

Disclosed balance after: 0

F1 · shares: On January 11, 2024, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 242 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 242 shares of Class A common stock of the Issuer ("Class A common stock").

F2 · ownership.direct: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for shares of Class A common stock, on a one-for-one basis.

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January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass B Common Stock and Limited Partnership Interests · Derivative 1,874,272 $38.12 $71,447,248.64
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · derivative · entry 12

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 9,289,676

Underlying: Class A Common Stock · 1,874,272 shares

Expires not disclosed

F10 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F11 · kind: Represents a redemption of Partnership Interests by Core & Main Holdings, LP at $38.120 per share, the same price per share of Class A common stock of the Issuer paid by the underwriter to the reporting person in the concurrent underwritten offering. In connection with the redemption, the Issuer repurchased a corresponding number of shares of Class B common stock of the Issuer from the reporting person for no additional consideration.

F10 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F10 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC ConversionClass B Common Stock and Limited Partnership Interests · Derivative 7,465,098 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · derivative · entry 11

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 11,163,948

Underlying: Class A Common Stock · 7,465,098 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F10 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F5 · kind: On January 10, 2024, 7,465,098 limited partner interests of Core & Main Holdings, LP ("Partnership Interests") held directly by the reporting person, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, were exchanged for shares of Class A common stock of the Issuer on a one-for-one basis pursuant to an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement").

F10 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F10 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC OtherClass A Common Stock 30,101 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 10

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 1,271,029

F9 · kind: On January 10, 2024, Fund X B1 and Fund X-A B distributed 334,556 and 30,101 shares of Class A common stock, respectively, to certain investment professionals who are direct and indirect limited partners of CD&R Investment Associates, the general partner of each limited partner of Fund X B1 and Fund X-A B, who will make charitable contributions of such shares.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

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January 10, 2024 Filed Jan 11, 2024 18:29 UTC OtherClass A Common Stock 334,556 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 9

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 14,126,996

F9 · kind: On January 10, 2024, Fund X B1 and Fund X-A B distributed 334,556 and 30,101 shares of Class A common stock, respectively, to certain investment professionals who are direct and indirect limited partners of CD&R Investment Associates, the general partner of each limited partner of Fund X B1 and Fund X-A B, who will make charitable contributions of such shares.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 256,442 $38.12 $9,775,569.04
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 8

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 1,301,130

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $38.120 per share, the same price per share paid by the underwriter to the reporting person in the concurrent underwritten offering.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 2,850,243 $38.12 $108,651,263.16
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 7

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 14,461,552

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $38.120 per share, the same price per share paid by the underwriter to the reporting person in the concurrent underwritten offering.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 19,043 $38.12 $725,919.16
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 6

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 94,386

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $38.120 per share, the same price per share paid by the underwriter to the reporting person in the concurrent underwritten offering.

F1 · ownership.direct: Represents securities held by CD&R Fund X Advisor Waterworks B, L.P. ("Fund X Advisor B").

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 7,465,098 $38.12 $284,569,535.76
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 5

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 0

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC ConversionClass A Common Stock 7,465,098 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 4

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 7,465,098

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: On January 10, 2024, 7,465,098 limited partner interests of Core & Main Holdings, LP ("Partnership Interests") held directly by the reporting person, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, were exchanged for shares of Class A common stock of the Issuer on a one-for-one basis pursuant to an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement").

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 991,289 $38.12 $37,787,936.68
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 3

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 1,557,572

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

Read SEC document
January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 11,017,766 $38.12 $419,997,239.92
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 2

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 17,311,795

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

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January 10, 2024 Filed Jan 11, 2024 18:29 UTC SaleClass A Common Stock 75,847 $38.12 $2,891,287.64
Disclosure

SEC source: 0001209191-24-001481 · doc4.xml · nonDerivative · entry 1

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 113,429

F1 · ownership.direct: Represents securities held by CD&R Fund X Advisor Waterworks B, L.P. ("Fund X Advisor B").

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

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January 10, 2024 Filed Jan 11, 2024 23:30 UTC GiftClass A Common Stock 129,634 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001482 · doc4.xml · nonDerivative · entry 2

Sleeper Nathan K · CIK 0001380855 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

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January 10, 2024 Filed Jan 11, 2024 23:30 UTC OtherClass A Common Stock 129,634 $0.00 $0.00
Disclosure

SEC source: 0001209191-24-001482 · doc4.xml · nonDerivative · entry 1

Sleeper Nathan K · CIK 0001380855 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 129,634

F1 · kind: On January 10, 2024, 129,634 shares of Class A common stock directly owned by CD&R Fund X Waterworks B1, L.P. ("Fund X B1") were distributed to the Reporting Person, who is a limited partner of CD&R Investment Associates X, Ltd., the sole stockholder of the general partner of Fund X B1, in connection with a charitable gift made by the Reporting Person on January 10. 2024 that is exempt under Rule 16b-5.

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass B Common Stock and Limited Partnership Interests · Derivative 1,874,272 $35.54 $66,611,626.88
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · derivative · entry 10

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 18,629,046

Underlying: Class A Common Stock · 1,874,272 shares

Expires not disclosed

F9 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F10 · kind: Represents a redemption of Partnership Interests by Core & Main Holdings, LP at $35.540 per share, the same price per share of Class A common stock of the Issuer paid by the underwriters to the reporting person in the concurrent underwritten offering. In connection with the redemption, the Issuer repurchased a corresponding number of shares of Class B common stock of the Issuer from the reporting person for no additional consideration.

F9 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F9 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC ConversionClass B Common Stock and Limited Partnership Interests · Derivative 6,466,240 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · derivative · entry 9

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 20,503,318

Underlying: Class A Common Stock · 6,466,240 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F9 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F5 · kind: On December 11, 2023, 6,466,240 limited partner interests of Core & Main Holdings, LP ("Partnership Interests") held directly by the reporting person, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, were exchanged for shares of Class A common stock of the Issuer on a one-for-one basis pursuant to an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement").

F9 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F9 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, held by the reporting person are exchangeable at the discretion of the reporting person for shares of the Issuer's Class A common stock on a one-for-one basis, or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of the Issuer's Class A common stock sold in such public offering or private sale), net of any underwriting discounts and commissions, for each partnership interest exchanged, subject to certain exceptions, conditions and adjustments, and have no expiration date.

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 256,442 $35.54 $9,113,948.68
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 8

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 2,548,861

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $35.540 per share, the same price per share paid by the underwriters to the reporting person in the concurrent underwritten offering.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

Read SEC document
December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 2,850,243 $35.54 $101,297,636.22
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 7

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 28,329,561

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $35.540 per share, the same price per share paid by the underwriters to the reporting person in the concurrent underwritten offering.

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

Read SEC document
December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 19,043 $35.54 $676,788.22
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 6

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 189,276

F8 · kind: Represents a purchase of Class A common stock of the Issuer by the Issuer at $35.540 per share, the same price per share paid by the underwriters to the reporting person in the concurrent underwritten offering.

F1 · ownership.direct: Represents securities held by CD&R Fund X Advisor Waterworks B, L.P. ("Fund X Advisor B").

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 6,466,240 $35.54 $229,810,169.60
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 5

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 0

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC ConversionClass A Common Stock 6,466,240 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 4

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 6,466,240

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: On December 11, 2023, 6,466,240 limited partner interests of Core & Main Holdings, LP ("Partnership Interests") held directly by the reporting person, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, were exchanged for shares of Class A common stock of the Issuer on a one-for-one basis pursuant to an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement").

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

Read SEC document
December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 884,724 $35.54 $31,443,090.96
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 3

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 2,805,303

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

Read SEC document
December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 9,833,338 $35.54 $349,476,832.52
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 2

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 31,179,804

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

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December 11, 2023 Filed Dec 11, 2023 16:18 UTC SaleClass A Common Stock 65,698 $35.54 $2,334,906.92
Disclosure

SEC source: 0001209191-23-058049 · doc4.xml · nonDerivative · entry 1

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 208,319

F1 · ownership.direct: Represents securities held by CD&R Fund X Advisor Waterworks B, L.P. ("Fund X Advisor B").

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

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December 01, 2023 Filed Dec 5, 2023 18:04 UTC
Stephens John WeldonVP, Corp. Controller
ConversionClass B Common Stock and Limited Partnership Interests · Derivative 18,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-057534 · doc4.xml · derivative · entry 5

Stephens John Weldon · CIK 0001874955 · VP, Corp. Controller

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 18,500 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F1 · kind: On December 1, 2023, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 18,500 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F1 · shares: On December 1, 2023, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 18,500 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

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December 01, 2023 Filed Dec 5, 2023 18:04 UTC
Stephens John WeldonVP, Corp. Controller
OtherClass B Common Stock and Limited Partnership Interests · Derivative 18,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-057534 · doc4.xml · derivative · entry 4

Stephens John Weldon · CIK 0001874955 · VP, Corp. Controller

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 18,500

Underlying: Class A Common Stock · 18,500 shares

Expires not disclosed

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F2 · shares: On December 1, 2023, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 18,500 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 18,500 Paired Interests.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

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December 01, 2023 Filed Dec 5, 2023 18:04 UTC
Stephens John WeldonVP, Corp. Controller
OtherClass B Common Stock and Limited Partnership Interests · Derivative 18,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-057534 · doc4.xml · derivative · entry 3

Stephens John Weldon · CIK 0001874955 · VP, Corp. Controller

10b5-1 filing: Plan reported

Ownership: Indirect · By LLC

Disclosed balance after: 242,980

Underlying: Class A Common Stock · 18,500 shares

Expires not disclosed

F6 · derivative.exercise_price: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F2 · shares: On December 1, 2023, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 18,500 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 18,500 Paired Interests.

F6 · derivative.exercise_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · derivative.expiration_date: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

F7 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of the disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sale (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · ownership.direct: Represents securities held by Management Feeder in respect of Units directly held by the reporting person. Pursuant to the LLC Agreement, such vested Units held by the reporting person are redeemable at the discretion of the reporting person for Paired Interests, on a one-for-one basis.

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December 01, 2023 Filed Dec 5, 2023 18:04 UTC
Stephens John WeldonVP, Corp. Controller
SaleClass A Common Stock 18,500 $36.01 $666,251.60
Disclosure

SEC source: 0001209191-23-057534 · doc4.xml · nonDerivative · entry 2

Stephens John Weldon · CIK 0001874955 · VP, Corp. Controller

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 3,468

F4 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 20, 2023.

F5 · price: The price reported represents the weighted average price of shares of Class A common stock sold in multiple transactions at prices ranging from $36.0000 to $36.0800 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.

F3 · balance_after: Includes 3,468 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

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December 01, 2023 Filed Dec 5, 2023 18:04 UTC
Stephens John WeldonVP, Corp. Controller
ConversionClass A Common Stock 18,500 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-057534 · doc4.xml · nonDerivative · entry 1

Stephens John Weldon · CIK 0001874955 · VP, Corp. Controller

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 21,968

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: On December 1, 2023, pursuant to the terms of an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement"), 18,500 shares of Class B common stock of the Issuer ("Class B common stock") and limited partnership interests of Core & Main Holdings, LP (together, a "Paired Interest") were exchanged for shares of Class A common stock of the Issuer ("Class A common stock"), on a one-for-one basis.

F2 · shares: On December 1, 2023, pursuant to the terms of the Third Amended and Restated LLC Agreement of Core & Main Management Feeder, LLC ("Management Feeder"), dated as of July 22, 2021 (as amended, the "LLC Agreement"), 18,500 vested common units ("Units") held directly by the reporting person were redeemed at the discretion of the reporting person for 18,500 Paired Interests.

F3 · balance_after: Includes 3,468 restricted stock units ("RSUs") granted to the reporting person. Each RSU represents a contingent right to receive one share of Class A common stock. The unvested portion of the RSUs granted on March 11, 2022 vest in two equal installments on March 11, 2024 and March 11, 2025, subject to the reporting person remaining employed with the Issuer through each vesting date. The RSUs granted on March 10, 2023 vest in three equal installments on March 10, 2024, March 10, 2025 and March 10, 2026, subject to the reporting person remaining employed with the Issuer through each vesting date.

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November 15, 2023 Filed Nov 15, 2023 16:24 UTC SaleClass A Common Stock 1,068,335 $30.44 $32,520,117.40
Disclosure

SEC source: 0001209191-23-055337 · doc4.xml · nonDerivative · entry 5

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 0

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

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November 15, 2023 Filed Nov 15, 2023 16:24 UTC ConversionClass A Common Stock 1,068,335 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-055337 · doc4.xml · nonDerivative · entry 4

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 1,068,335

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: On November 15, 2023, 1,068,335 limited partner interests of Core & Main Holdings, LP ("Partnership Interests") held directly by the reporting person, together with the retirement of a corresponding number of shares of Class B common stock of the Issuer, were exchanged for shares of Class A common stock of the Issuer on a one-for-one basis pursuant to an exchange agreement, dated as of July 22, 2021 (as amended, the "Exchange Agreement").

F6 · ownership.direct: Represents securities held by CD&R Waterworks Holdings, LLC ("Waterworks Holdings").

F7 · ownership.direct: CD&R Waterworks Holdings, L.P. ("Waterworks Holdings, L.P."), as the sole member and manager of Waterworks Holdings, CD&R Waterworks Holdings GP, as the general partner of Waterworks Holdings, L.P., CD&R Associates X, as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates, as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by Waterworks Holdings. Each of Waterworks Holdings, L.P., CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by Waterworks Holdings, except to the extent of its pecuniary interest therein.

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November 15, 2023 Filed Nov 15, 2023 16:24 UTC SaleClass A Common Stock 146,172 $30.44 $4,449,475.68
Disclosure

SEC source: 0001209191-23-055337 · doc4.xml · nonDerivative · entry 3

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 3,690,027

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F4 · ownership.direct: Represents securities held by CD&R Fund X-A Waterworks B, L.P. ("Fund X-A B").

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November 15, 2023 Filed Nov 15, 2023 16:24 UTC SaleClass A Common Stock 1,624,639 $30.44 $49,454,011.16
Disclosure

SEC source: 0001209191-23-055337 · doc4.xml · nonDerivative · entry 2

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 41,013,142

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

F3 · ownership.direct: Represents securities held by CD&R Fund X Waterworks B1, L.P. ("Fund X B1").

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November 15, 2023 Filed Nov 15, 2023 16:24 UTC SaleClass A Common Stock 10,854 $30.44 $330,395.76
Disclosure

SEC source: 0001209191-23-055337 · doc4.xml · nonDerivative · entry 1

CD&R Investment Associates X, Ltd. · CIK 0001759120 · 10% owner

CD&R Fund X Waterworks B1, L.P. · CIK 0001871836 · 10% owner

CD&R Fund X-A Waterworks B, L.P. · CIK 0001871835 · 10% owner

CD&R Waterworks Holdings, L.P. · CIK 0001871833 · 10% owner

CD&R Waterworks Holdings GP, Ltd. · CIK 0001871834 · 10% owner

CD&R Fund X Advisor Waterworks B, L.P. · CIK 0001871837 · 10% owner

CD&R Waterworks Holdings, LLC · CIK 0001874292 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Affiliate

Disclosed balance after: 274,017

F1 · ownership.direct: Represents securities held by CD&R Fund X Advisor Waterworks B, L.P. ("Fund X Advisor B").

F2 · ownership.direct: CD&R Waterworks Holdings GP, Ltd. ("CD&R Waterworks Holdings GP"), as the general partner of each of Fund X Advisor B, Fund X B1 (as defined below) and Fund X-A B (as defined below) (collectively, the "CD&R Blocker Fund AIVs"), CD&R Associates X Waterworks, L.P. ("CD&R Associates X"), as the sole shareholder of CD&R Waterworks Holdings GP, and CD&R Investment Associates X, Ltd. ("CD&R Investment Associates"), as the general partner of CD&R Associates X, may be deemed to beneficially own the securities held by the CD&R Blocker Fund AIVs. Each of CD&R Waterworks Holdings GP, CD&R Associates X and CD&R Investment Associates expressly disclaims beneficial ownership of the securities held by the CD&R Blocker Fund AIVs, except to the extent of its pecuniary interest therein.

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November 15, 2023 Filed Nov 16, 2023 20:12 UTC ConversionClass B Common Stock and Limited Partnership Interests · Derivative 25,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-23-055624 · doc4.xml · derivative · entry 10

Cowles Bradford A · CIK 0001866531 · President

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 25,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F10 · derivative.exercise_price: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sales (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F10 · date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sales (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F6 · kind: On November 15, 2023, pursuant to the terms of the Exchange Agreement 25,000 Paired Interests were exchanged for shares of Class A common stock, on a one-for-one basis.

F6 · shares: On November 15, 2023, pursuant to the terms of the Exchange Agreement 25,000 Paired Interests were exchanged for shares of Class A common stock, on a one-for-one basis.

F10 · derivative.exercise_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sales (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

F10 · derivative.expiration_date: Pursuant to the terms of the Exchange Agreement, Paired Interests are exchangeable at the discretion of the reporting person for shares of Class A common stock on a one-for-one basis or, at the election of a majority of disinterested members of the Issuer's board of directors, for cash from a substantially concurrent public offering or private sales (based on the price of Class A common stock sold in such public offering or private sale, net of any underwriting discounts and commissions, for each limited partnership interest exchanged, subject to certain exceptions, conditions and adjustments). The Class B common stock and limited partnership interests have no expiration date.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.