Form 4: IES Holdings Director Acquires Phantom Stock Units

IES Holdings Director Jennifer A. Baldock acquired 69 Phantom Stock Units as part of her compensation, convertible to common stock upon her departure or a change of control.

Summary

• Jennifer A. Baldock, a Director of IES Holdings, Inc. (IESC), acquired 69 Phantom Stock Units (PSUs) on January 1, 2026.
• The PSUs were granted pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated, as Ms. Baldock elected to receive PSUs in lieu of cash or common stock for a portion of her retainer.
• Each PSU converts to one share of IES common stock when Ms. Baldock leaves the board of directors for any reason, or upon a change of control as defined in the 2006 Equity Incentive Plan.
• Following this transaction, Ms. Baldock directly beneficially owns 5,523 shares of Common Stock.
• Additionally, Ms. Baldock indirectly beneficially owns 375 shares of Common Stock held in a Family LLC, where she serves as a co-manager.

Sentiment

Score: 6

Explanation: The filing reports a routine compensation event for a director, which is generally viewed as neutral to slightly positive as it aligns the director's interests with the company's long-term performance.

Positives

• The acquisition of Phantom Stock Units aligns the director's interests with the long-term performance and shareholder value of IES Holdings, Inc.

Future Outlook

The Phantom Stock Units will convert to common stock upon Jennifer A. Baldock's departure from the board of directors or upon a change of control of IES Holdings, Inc., as defined in the 2006 Equity Incentive Plan.

Management Comments

• Ms. Baldock elected to receive Phantom Stock Units in lieu of cash or common stock for a portion of her retainer.

Industry Context

This Form 4 filing details a routine insider transaction related to director compensation. The grant of Phantom Stock Units is a common practice in corporate governance, designed to align the interests of directors with those of long-term shareholders by tying compensation to future company performance and tenure.

Comparison to Industry Standards

• The use of Phantom Stock Units as a component of director compensation is a standard practice across various industries, including electrical and infrastructure services, aligning director incentives with long-term shareholder value.
• This compensation structure is comparable to those seen in other publicly traded companies where non-employee directors receive equity-based awards that vest upon specific events, such as board departure or change of control.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant of PSUs to a director aligns their financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions.

Next Steps

• The Phantom Stock Units will convert to common stock upon Jennifer A. Baldock's departure from the board or a change of control of IES Holdings, Inc.

Key Dates

Recommendation

This Form 4 reports a routine compensation event for a director, involving the grant of Phantom Stock Units. While it aligns the director's interests with long-term shareholder value, it does not provide new material information to warrant a change in investment recommendation. The stock's performance will depend on broader company fundamentals and market conditions, not this specific insider transaction.

Keywords

IES Holdings, IESC, Form 4, Insider Transaction, Director Compensation, Phantom Stock Units, Equity Incentive Plan