Form 4: Enerpac Director Richard Holder Acquires Phantom Stock

Enerpac Tool Group Corp. Director Richard D Holder acquired 13 phantom stock units as part of a deferred compensation plan, increasing his beneficial ownership to 17,257 units.

Summary

• Richard D Holder, a Director of Enerpac Tool Group Corp. (EPAC), acquired 13 phantom stock units.
• The transaction is scheduled for October 17, 2025, and was made pursuant to a Rule 10b5-1(c) plan.
• The phantom stock units convert 1 for 1 into shares of Class A Common Stock.
• The price for the accrual of dividend equivalent rights was $41.98 per unit, based on the closing selling price of Class A Common Stock on the date of accrual.
• Following this transaction, Mr. Holder will beneficially own a total of 17,257 phantom stock units.
• These phantom stock units are settled generally following the director's termination of service or a specified date, as per the Outside Director's Deferred Compensation Plan.

Sentiment

Score: 6

Explanation: Slightly positive, as it indicates a director's continued alignment with shareholder interests through a routine compensation mechanism, but it is not a discretionary open-market purchase.

Positives

• Director Richard D Holder increased his beneficial ownership in the company by acquiring 13 phantom stock units, aligning his interests with those of shareholders.
• The acquisition is part of a structured deferred compensation plan, indicating a consistent approach to director incentives.

Future Outlook

The phantom stock units are scheduled to be settled generally following the director's termination of service or a specified date, as per the terms of the Outside Director's Deferred Compensation Plan.

Industry Context

This is a routine insider transaction, reflecting standard corporate governance practices for director compensation. The use of phantom stock units in a deferred compensation plan is a common mechanism to align director incentives with long-term shareholder value across various industries.

Comparison to Industry Standards

• The use of phantom stock units as part of a deferred compensation plan for directors is a common practice among publicly traded companies, similar to compensation structures observed at industrial peers like Illinois Tool Works (ITW) or Parker-Hannifin (PH), which also utilize equity-based incentives to align director interests with company performance.

Corporate Governance

Related Party Transactions

• Acquisition of 13 phantom stock units by Director Richard D Holder under the company's Outside Director's Deferred Compensation Plan, representing a transaction between a company and its director.

Stakeholder Impact

• Shareholders: The director's increased beneficial ownership through phantom stock units aligns his long-term financial interests with those of the shareholders, potentially fostering confidence.
• Management/Directors: The deferred compensation plan provides a structured, equity-linked benefit for directors, reinforcing their commitment to the company's long-term performance.

Next Steps

• The phantom stock units will be settled according to the terms of the Outside Director's Deferred Compensation Plan, generally upon the director's termination of service or a specified date.

Key Dates

Recommendation

This Form 4 reports a routine acquisition of phantom stock units by a director as part of a pre-arranged deferred compensation plan. It is not a discretionary open-market purchase and the amount is relatively small compared to the company's overall equity. While it signifies continued alignment of interests, it does not introduce new material information that would warrant a change in investment thesis or a strong buy/sell recommendation. Investors should maintain their current position and continue to monitor broader company performance and market conditions.

Keywords

Enerpac Tool Group, EPAC, Richard D Holder, Insider Transaction, Form 4, Phantom Stock, Director Compensation, Equity Acquisition, Deferred Compensation