Form 4: Ronald Vargo Receives 2,088 Deferred Stock Units at $0

Rhea-AI Filing Summary

EnerSys director Ronald P. Vargo was granted 2,088 Deferred Stock Units (DSUs) on 08/08/2025, recorded as an acquisition at a $0.00 price. The grant increases his reported beneficial ownership to 35,181.8044 shares. The filing classifies the position as a director and lists the ownership form as direct.

These DSUs "vest upon grant" but are payable no earlier than six months after the director leaves service, at his election. The company retains a one-year clawback right to recover DSU value following termination if certain events occur. The disclosure contains no cash purchase, exercise price, or derivative transactions.

Positive

• Director alignment with shareholders: 2,088 DSUs further tie the director's economic interest to company equity
• No cash outlay recorded: Grant recorded at $0.00, preserving company cash while compensating the director

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity-based compensation with post-termination payout and a one-year clawback; limited immediate impact.

The Form 4 reports a standard director grant structure: 2,088 Deferred Stock Units issued at no cash cost and recorded as immediately vested for ownership purposes but payable only after termination subject to timing and clawback. This aligns long-term director incentives with shareholders while retaining recoupment rights for post-termination events. The increase to 35,181.8044 shares is modest relative to a typical public company cap table and unlikely to materially affect shareholder dilution or voting control based on the information provided.

Compensation Analyst

TL;DR: Equity grant appears as non-cash DSUs to preserve cash flow and defer payout; impact on compensation expense not stated here.

The transaction is recorded as an acquisition of DSUs at $0.00, which indicates a grant rather than a purchase or option exercise. Because DSUs are payable after departure and include clawback provisions, the grant is structured for retention and risk alignment. The filing does not disclose the grant's fair-value accounting impact, the company's typical DSU valuation method, or whether this grant is part of a larger annual board compensation program, so conclusions about expense magnitude cannot be drawn from this Form 4 alone.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Vargo Ronald P

(Last) (First) (Middle)

C/O ENERSYS

2366 BERNVILLE ROAD

(Street)

READING PA 19605

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EnerSys [ ENS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/08/2025		A		2,088(1)	A	$0.00	35,181.8044	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were granted as Deferred Stock Units (DSUs) and vest upon grant. These DSUs are payable no earlier than six months following termination of service as a director of the Company, at the director's election, with the right of the Company to clawback the value of the DSUs within one year following a termination of service upon the occurrence of certain events.

Remarks:

	John Yarbrough, by Power of Attorney	08/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did EnerSys (ENS) report on the Form 4 for Ronald P. Vargo?

Answer: The Form 4 reports a grant of 2,088 Deferred Stock Units (DSUs) acquired on 08/08/2025, recorded at a price of $0.00.

How did the DSU grant affect Ronald Vargo's ownership in ENS?

Answer: Following the reported transaction, his beneficial ownership is listed as 35,181.8044 shares (ownership form: Direct).

When are the DSUs payable to the director according to the filing?

Answer: The DSUs are payable no earlier than six months following termination of service, and payout is at the director's election.

Are there any restrictions or recoupment provisions for these DSUs?

Answer: Yes. The company has the right to claw back the value of the DSUs within one year following termination upon the occurrence of certain events.

Does the Form 4 show any option exercises or derivative transactions for Mr. Vargo?

Answer: No. Table II for derivative securities is blank; only a non-derivative DSU grant is reported in Table I.