Form 4: Enerpac Director Acquires Phantom Stock Units

Enerpac Tool Group Director Sidney S. Simmons II acquired 28 phantom stock units, convertible one-for-one into Class A Common Stock, as part of a deferred compensation plan.

Summary

• Director Sidney S. Simmons II of Enerpac Tool Group Corp. acquired 28 phantom stock units.
• The transaction date for the acquisition was October 17, 2025.
• These phantom stock units are convertible on a one-for-one basis into shares of Class A Common Stock.
• The price of the derivative security was $41.98, based on the closing selling price of Class A Common Stock on the date of accrual of dividend equivalent rights.
• Following this transaction, Mr. Simmons beneficially owns 29,574 phantom stock units.
• The phantom stock units are settled generally following the director's termination of service or a specified date, pursuant to the Outside Director's Deferred Compensation Plan.

Sentiment

Score: 7

Explanation: The acquisition of phantom stock by a director, even if routine, generally signals continued commitment and alignment with the company's long-term performance. It's a positive, albeit minor, indicator of insider confidence.

Positives

• Increased beneficial ownership for Director Sidney S. Simmons II, indicating continued alignment with shareholder interests.
• The acquisition of phantom stock units is part of a deferred compensation plan, suggesting a structured approach to executive incentives.

Future Outlook

The phantom stock units are designed to settle generally following the director's termination of service or a specified date, aligning long-term incentives.

Management Comments

• The phantom stock units are settled generally following the director's termination of service or a specified date.
• Price is based on the closing selling price of the Class A Common Stock on the date of accrual of the dividend equivalent rights.

Industry Context

This transaction is a routine insider filing, common for directors receiving equity-based compensation as part of their remuneration package, reflecting standard corporate governance practices for aligning director interests with long-term company performance.

Comparison to Industry Standards

• The use of phantom stock as a deferred compensation mechanism for outside directors is a common practice across various industries, including industrial manufacturing, to retain talent and align director incentives with shareholder value over the long term.
• This aligns with typical compensation structures seen in companies like Illinois Tool Works (ITW) or Stanley Black & Decker (SWK) for their non-executive directors, where equity-based awards are often a significant component of total compensation.

Corporate Governance

Stakeholder Impact

• Shareholders: Director's increased beneficial ownership of phantom stock aligns his interests with long-term shareholder value.
• Management: Reinforces the company's compensation structure for directors, promoting stability and long-term focus.

Next Steps

• Settlement of phantom stock units will occur generally following the director's termination of service or a specified date.

Key Dates

Recommendation

This Form 4 filing reports a routine acquisition of phantom stock units by a director as part of a deferred compensation plan. While it indicates continued insider alignment, it does not represent a significant open market transaction or new information that would materially alter the investment thesis for Enerpac Tool Group. Therefore, it does not warrant a change in investment recommendation based solely on this filing.

Keywords

Enerpac Tool Group, EPAC, Sidney S. Simmons II, Director, Phantom Stock, Insider Trading, SEC Form 4, Deferred Compensation, Equity Acquisition