Form 4: RGP Director Kistinger Accrues Phantom Shares

Robert F. Kistinger, a director at Resources Connection, Inc. (RGP), accrued 924 dividend equivalent phantom shares.

Summary

• Robert F. Kistinger, a director of Resources Connection, Inc. (RGP), acquired 924 phantom shares on December 12, 2025.
• These phantom shares represent dividend equivalents accrued on previously awarded phantom shares.
• The accrual is in accordance with the terms of the Directors Deferred Compensation Plan.
• Each phantom stock share is the economic equivalent of one share of common stock.
• The phantom shares will become payable in cash to Mr. Kistinger upon his separation from service as a director, based on his election under the plan.
• Following this transaction, Mr. Kistinger beneficially owns 69,606 phantom shares directly.

Sentiment

Score: 5

Explanation: The filing is neutral, detailing a routine, non-discretionary accrual of compensation for a director. It does not indicate any significant positive or negative operational or financial developments for the company.

Positives

• The accrual of dividend equivalent phantom shares indicates continued participation and alignment of a director's interests with shareholder value through the company's compensation plan.

Future Outlook

The phantom shares will become payable in cash to the reporting person upon separation from service as a director in accordance with the reporting person's election under the Directors Deferred Compensation Plan.

Industry Context

This filing is a routine insider transaction disclosure and does not provide broader industry context or trends. It reflects a standard compensation mechanism for directors within the professional services industry.

Comparison to Industry Standards

• Deferred compensation plans, including the use of phantom shares or stock units, are common practices for director compensation across various industries, including professional services, to align director interests with long-term company performance and retain experienced board members. Specific comparable companies or projects are not detailed in this transactional filing.

Related Party Transactions

• The accrual of dividend equivalent phantom shares for a director under a deferred compensation plan is a standard related party transaction related to executive/director compensation.

Stakeholder Impact

• Shareholders: The transaction is a routine compensation event and has minimal direct impact on current share price or ownership structure.
• Director (Robert F. Kistinger): The transaction increases his deferred compensation holdings, aligning his long-term financial interests with the company's performance.

Next Steps

• The phantom shares will be paid out in cash to Robert F. Kistinger upon his separation from service as a director.

Key Dates

Keywords

Resources Connection Inc, RGP, Robert Kistinger, Director Compensation, Phantom Shares, Dividend Equivalents, Deferred Compensation Plan, Insider Transaction, SEC Form 4