Entry into a Material Definitive Agreement. Senior Notes Due 2034 On July 1, 2026, Core & Main LP, a Florida limited partnership (“ Core & Main ”) and indirect wholly-owned subsidiary of Core & Main, Inc. (the “ Company ”) issued $750 million aggregate principal amount of 6.000% Senior Notes due 2034 (the “ Notes ”) pursuant to an indenture, dated July 1, 2026 (the “ Base Indenture ”), among Core & Main, the Guarantors (as defined below) and U.S. Bank Trust Company, National Association, as t…

Other Events. On June 25, 2026, Core & Main, Inc. (the “Company”) announced the commencement of an offering (the “Offering”) of $750 million in aggregate principal amount of Senior Notes due 2034 (the “Notes”) by its indirect wholly-owned subsidiary, Core & Main LP, a Florida limited partnership (“Core & Main”). A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference. On June 25, 2026, the Company announced the pricing of the Offering described a…

Other Events. On June 22, 2026, Core & Main LP, a Florida limited partnership (“Core & Main”), an indirect wholly owned subsidiary of Core & Main, Inc., commenced a proposed amendment to its existing Term Loan Credit Agreement, dated as of August 1, 2017, as amended by the Lender Joinder Agreement, dated as of July 8, 2019, the First Amendment, dated as of July 27, 2021, the Second Amendment, dated as of February 26, 2023, the Third Amendment, dated as of February 9, 2024, the Fourth Amendmen…

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

Other Events. Credit Agreement Amendment On April 9, 2026, Core & Main LP, a Florida limited partnership (“ Core & Main ”), an indirect wholly owned subsidiary of Core & Main, Inc., entered into Amendment No. 6 (“ Amendment No. 6 ”) to its existing ABL Credit Agreement, dated as of August 1, 2017, as amended by Amendment No. 1, dated as of July 8, 2019, Amendment No. 2, dated as of May 4, 2020, Amendment No. 3, dated as of July 27, 2021, Amendment No. 4, dated as of July 29, 2022, and Amendme…

Executive Chair — Stephen LeClair: Stephen LeClair retired from the position of Executive Chair and as a Class II director.

Results of Operations and Financial Conditions. On March 24, 2026, Core & Main, Inc. (“Core & Main”) issued a press release announcing its results of operations for the fiscal fourth quarter and the fiscal year ended February 1, 2026. A copy of the press release is attached hereto as Exhibit 99.1. On March 24, 2026, Core & Main posted to the “Investor Relations” section of its website the presentation that accompanied the earnings conference call. A copy of the investor presentation is attach…

Other Events. On December 9, 2025, the Company issued a press release announcing that its board of directors has authorized a $500 million increase to the Company’s existing share repurchase program, bringing the total authorization under the program to $1 billion of the Company's Class A common stock, par value $0.01 per share (“Class A Common Stock”) (the “Repurchase Authorization”). As of December 8, 2025, the Company has acquired approximately $316 million of shares of Class A Common Stoc…

Results of Operations and Financial Conditions On December 9, 2025, Core & Main, Inc. (“Core & Main” or the "Company") issued a press release announcing its results of operations for the fiscal third quarter ended November 2, 2025. A copy of the press release is attached hereto as Exhibit 99.1. On December 9, 2025, Core & Main posted to the “Investor Relations” section of its website the presentation that accompanied the earnings conference call. A copy of the investor presentation is attache…

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

Executive Vice President — John R. Schaller: The filing discloses the planned retirement of an Executive Vice President with responsibilities being transitioned to existing executives, representing an orderly succession rather than a sudden loss.

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

Results of Operations and Financial Conditions. On March 25, 2025, Core & Main, Inc. (“Core & Main”) issued a press release announcing its results of operations for the fiscal fourth quarter and the fiscal year ended February 2, 2025. A copy of the press release is attached hereto as Exhibit 99.1. On March 25, 2025, Core & Main posted to the “Investor Relations” section of its website the presentation that accompanied the earnings conference call. A copy of the investor presentation is attach…

CEO — Stephen O. LeClair: The CEO is retiring but transitioning to the role of Executive Chair, and a named internal successor (CFO) is being promoted to CEO, indicating an orderly succession rather than a sudden loss of leadership.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in

Other Events. Credit Agreement Amendment On December 17, 2024, Core & Main LP, an indirect wholly owned subsidiary of Core & Main, Inc. (“ Core & Main ”), entered into a Fifth Amendment (the “ Fifth Amendment ”) to its existing Credit Agreement, dated as of August 1, 2017, as amended by the Lender Joinder Agreement, dated as of July 8, 2019, the First Amendment, dated as of July 27, 2021, the Second Amendment, dated as of February 26, 2023, the Third Amendment, dated as of February 9, 2024 an…

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

President — Michael G. Huebert: The filing announces the appointment of an external candidate as President, which is a new hire rather than a departure.

Other Events. On June 12, 2024, Core & Main, Inc. (the “Company”) announced that the Company’s Board of Directors has authorized a stock repurchase program for up to $500 million of the Company’s Class A common stock, par value $0.01 per share (“Class A Common Stock”) (the “Repurchase Authorization”). The timing and amount of any share repurchases will be determined by the Company at its discretion based on ongoing evaluation of general market conditions, the market price of the Company’s Cla…

and in Exhibit 99.1 and Exhibit 99.2 is being “furnished” herewith and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by Core & Main under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, except as shall be e…

Entry into a Material Definitive Agreement. Credit Agreement Amendment On May 21, 2024, Core & Main LP, a wholly owned subsidiary of Core & Main, Inc. (“ Core & Main ”), entered into a Fourth Amendment (the “ Fourth Amendment ”) to its existing Credit Agreement, dated as of August 1, 2017, as amended by the Lender Joinder Agreement, dated as of July 8, 2019, the First Amendment, dated as of July 27, 2021, the Second Amendment, dated as of February 26, 2023, and the Third Amendment, dated as o…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in

Director — James D. Hope: The filing discloses the appointment of a new director to fill a vacancy created by a board expansion, which is a routine governance event rather than an executive departure.

Results of Operations and Financial Conditions. On March 19, 2024, Core & Main, Inc. (“Core & Main”) issued a press release announcing its results of operations for the fiscal fourth quarter and the fiscal year ended January 28, 2024. A copy of the press release is attached hereto as Exhibit 99.1. On March 19, 2024, Core & Main posted to the “Investor Relations” section of its website the presentation that accompanied the earnings conference call. A copy of the investor presentation is attach…