Form 4: IES Holdings Executive Granted Phantom Stock Units

IES Holdings' SVP, CAO, and General Counsel, Mary K. Newman, was granted 389 time-based Phantom Stock Units.

Summary

• Mary K. Newman, SVP, CAO, and General Counsel of IES Holdings, Inc. (IESC), received a grant of 389 time-based Phantom Stock Units (PSUs).
• The PSUs were granted on November 26, 2025, pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated.
• Each PSU represents a contractual right in respect of one share of the Issuer's Common Stock.
• The PSUs are scheduled to vest on the earlier of December 15, 2028, or the date the Issuer files its Annual Report on Form 10-K for its fiscal year ending September 30, 2028, contingent on continued performance of services.
• Following this transaction, Ms. Newman beneficially owns 23,843.3 shares of Common Stock directly.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation grant, which is a neutral event in itself but generally viewed positively as it aligns management incentives with shareholder interests. No significant positive or negative financial performance data is presented.

Positives

• The grant of Phantom Stock Units aligns executive incentives with shareholder value over the long term.
• The equity incentive plan helps retain key management personnel by linking their compensation to future company performance.

Negatives

• Potential for minor dilution if the PSUs are settled in shares upon vesting, though the number of units is small relative to total outstanding shares.

Risks

• The value of the PSUs is tied to the future market price of IES Holdings' common stock, exposing the recipient to market fluctuations.
• Vesting is contingent on continued service, meaning the recipient forfeits unvested units if employment ceases before the scheduled vesting date.

Future Outlook

The Phantom Stock Units are designed to vest based on continued service through December 15, 2028, or the filing of the company's Annual Report on Form 10-K for fiscal year 2028, aligning executive incentives with long-term company performance.

Management Comments

• No direct management quotes or paraphrased statements were included in this Form 4 filing, which primarily reports a transaction.

Industry Context

The grant of time-based Phantom Stock Units is a common practice in many industries, including the electrical and infrastructure services sector where IES Holdings operates, used to incentivize and retain senior executives by linking their compensation to the company's future stock performance.

Comparison to Industry Standards

• This type of equity compensation, specifically time-based Phantom Stock Units, is a standard component of executive compensation packages across various industries.
• Companies like Quanta Services (PWR) and EMCOR Group (EME), which operate in similar infrastructure and construction services sectors, commonly utilize various forms of equity grants (e.g., restricted stock units, stock options) to align executive interests with long-term shareholder value.
• The specific number of units granted (389) is relative to the executive's role and the company's overall compensation philosophy. A detailed quantitative comparison to direct peers would require broader compensation data for IES Holdings and its competitors, which is not provided in this filing.

Stakeholder Impact

• Shareholders: Potential long-term benefit from aligned executive incentives; minimal potential dilution if PSUs are settled in shares.
• Management: Increased incentive and retention for the SVP, CAO, and General Counsel.
• Employees: No direct impact on general employees.

Next Steps

• Continued performance of services by Mary K. Newman through the scheduled vesting date.
• Vesting of the 389 Phantom Stock Units on the earlier of December 15, 2028, or the filing of the company's Annual Report on Form 10-K for its fiscal year ending September 30, 2028.

Key Dates

Keywords

IES Holdings, IESC, Form 4, Phantom Stock Units, Executive Compensation, Equity Incentive Plan, Stock Grant, Beneficial Ownership