Form 4: ePlus CFO Elaine Marion Awarded 18,543 Restricted Stock Shares Under Long-Term Incentive Plan

ePlus Inc. Chief Financial Officer Elaine D. Marion was granted 18,543 shares of restricted common stock on June 10, 2025, as part of the company's 2021 Employee Long-Term Incentive Plan.

Summary

• On June 10, 2025, Elaine D. Marion, Chief Financial Officer of ePlus Inc. (PLUS), received a restricted stock award of 18,543 shares of the company's common stock.
• The award was granted by the company's Compensation Committee under the 2021 Employee Long-Term Incentive Plan.
• The restricted shares are subject to a three-year restriction period, with one-third of the shares vesting on each of the next three annual anniversaries of the grant date.
• Following this transaction, Ms. Marion's direct beneficial ownership of common stock is 58,589 shares.
• Additionally, Ms. Marion indirectly beneficially owns 64,442 shares through the Elaine D. Marion Trust and 424 shares through an IRA, bringing her total beneficial ownership to 123,455 shares.
• The shares held in the Elaine D. Marion Trust are in a revocable trust where Ms. Marion and her spouse are the sole trustees and beneficiaries.
• The restricted shares may lapse or be forfeited and transferred back to the company under certain circumstances as described in the Plan.

Sentiment

Score: 7

Explanation: The sentiment is positive as it indicates a planned equity grant to a key executive, aligning their interests with shareholders and serving as a retention mechanism. This is a standard and generally well-received corporate action.

Positives

• The grant of 18,543 restricted stock shares to the Chief Financial Officer aligns management's interests with those of shareholders, promoting long-term value creation.
• The award is part of the company's established 2021 Employee Long-Term Incentive Plan, indicating a structured approach to executive compensation and retention.
• The vesting schedule over three years encourages executive retention and sustained performance.

Negatives

• The shares are restricted and subject to a three-year vesting period, meaning the executive does not have immediate full control or liquidity over the entire award.
• There is a risk of forfeiture under certain circumstances, as outlined in the plan.

Risks

• The Restricted Shares are subject to a restriction period of three years, and under certain circumstances, the restrictions may lapse, or the shares may be forfeited and transferred back to the Company.
• The value of the award is tied to the future performance of ePlus Inc.'s common stock, exposing the recipient to market fluctuations.

Future Outlook

The restricted stock award is designed to vest over three years, with one-third of the shares vesting on each annual anniversary of the grant date, indicating a forward-looking incentive structure for the Chief Financial Officer.

Industry Context

This filing represents a routine executive compensation event within the technology solutions and services industry, where equity grants are a common mechanism for aligning executive incentives with long-term company performance and shareholder value.

Comparison to Industry Standards

• The use of restricted stock awards with multi-year vesting schedules is a standard practice in executive compensation across the technology and IT services sectors, comparable to practices at companies like CDW Corporation or Insight Enterprises, which also utilize equity-based incentives to retain key talent and align interests.
• The grant size of 18,543 shares for a CFO at a company of ePlus's scale is within typical ranges for similar roles, reflecting a competitive compensation package aimed at attracting and retaining senior leadership.

Management Changes

Corporate Governance

Related Party Transactions

• Shares are held indirectly in a revocable trust (Elaine D. Marion Trust) where the reporting person and her spouse are the sole trustees and beneficiaries.

Stakeholder Impact

• Shareholders: The equity grant aligns the Chief Financial Officer's financial interests with long-term shareholder value creation, potentially leading to more focused strategic decisions.
• Employees: The existence of a long-term incentive plan can signal a commitment to performance-based compensation, potentially boosting morale and retention among key personnel.
• Management: The award provides a significant incentive for the CFO to remain with the company and contribute to its sustained success over the three-year vesting period.

Next Steps

• One-third of the restricted shares will vest on the first annual anniversary of the grant date (June 10, 2026).
• One-third of the restricted shares will vest on the second annual anniversary of the grant date (June 10, 2027).
• The final one-third of the restricted shares will vest on the third annual anniversary of the grant date (June 10, 2028).

Key Dates

Keywords

ePlus Inc., PLUS, Restricted Stock Award, SEC Form 4, Insider Transaction, Executive Compensation, Long-Term Incentive Plan, Common Stock, Beneficial Ownership, CFO, Equity Grant, Vesting