ENS officer Mark Matthews reports RSU grants, forfeitures and 14,480 options

Rhea-AI Filing Summary

Mark E. Matthews, an officer of EnerSys (ENS), reported changes in his equity holdings. On 08/08/2025 he was granted 5,230 restricted stock units (RSUs) and 14,480 stock options with an exercise price of $105.16. The options vest in three equal annual installments beginning 08/08/2026 and are subject to acceleration or forfeiture under the company clawback policy.

The report also records forfeitures of 307.2342 shares on 08/09/2025 (related to RSUs granted 08/09/2024) and 274.2948 shares on 08/11/2025 (related to RSUs granted 08/11/2023). After these transactions his reported direct beneficial ownership is 21,540.2841 shares. All awards vest subject to specified acceleration or forfeiture conditions.

Positive

• Grant of 14,480 stock options at an exercise price of $105.16, vesting over multi-year schedule, which aligns officer incentives with long-term performance
• Grant of 5,230 RSUs providing deferred equity compensation that vests over four years and ties pay to shareholder value

Negative

• Forfeiture of 307.2342 shares on 08/09/2025 related to RSUs granted 08/09/2024
• Forfeiture of 274.2948 shares on 08/11/2025 related to RSUs granted 08/11/2023

Insights

Securities Analyst

Officer received RSUs and options; forfeitures modestly reduced holdings — routine compensation with limited immediate market impact.

The Form 4 documents a compensation package: an RSU grant of 5,230 shares and a stock option grant of 14,480 options at a $105.16 exercise price. The option vesting schedule begins 08/08/2026 and the options appear to expire on 08/08/2035. Two forfeiture entries reduce reported shares but do not eliminate the new grants. For investors, this is a standard equity-compensation disclosure that aligns executive incentives with shareholder value over multi-year vesting periods.

Corporate Governance Expert

Grants use multi-year vesting and clawback provisions, reflecting standard governance controls on executive pay.

The filing highlights governance features: RSUs vest 25% per year for four years and options vest in three equal annual installments beginning 08/08/2026, and both are subject to acceleration or forfeiture and the companys clawback policy. Two forfeitures tied to prior grant dates are recorded, indicating enforcement of vesting or forfeiture conditions. The disclosure is consistent with routine executive compensation oversight rather than a material corporate event.

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^*

Matthews Mark E.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres. Specialty, Interim CTO

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		5,230(1)	A	$0.00	22,121.8131	D
Common Stock	08/09/2025		F		307.2342(2)	D	$95.6	21,814.5789	D
Common Stock	08/11/2025		F		274.2948(3)	D	$95.6	21,540.2841	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
Stock Options (Right to buy)	$105.16	08/08/2025		A		14,480		(4)	08/08/2035	Common Stock	14,480	$0.00	14,480	D

Explanation of Responses:

1. These shares were granted as Restricted Stock Units that vest twenty-five percent on each of August 8, 2026, August 8, 2027, August 8, 2028, and August 8, 2029, subject to acceleration or forfeiture in certain specified circumstances, including the terms of the clawback policy adopted by the Board of Directors.

2. Shares were forfeited in connection with the vesting of Restricted Stock Units granted to the reporting person on August 9, 2024.

3. Shares were forfeited in connection with the vesting of Restricted Stock Units granted to the reporting person on August 11, 2023.

4. These options vest in three equal annual installments beginning on August 8, 2026, subject to acceleration or forfeiture in certain specified circumstances, including the terms of the clawback policy adopted by the Board of Directors.

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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What equity awards did EnerSys (ENS) officer Mark E. Matthews receive?

He was granted 5,230 RSUs and 14,480 stock options with an exercise price of $105.16 (options vest beginning 08/08/2026).

When do the stock options vested by Mark E. Matthews begin to vest and when do they expire?

The options vest in three equal annual installments beginning 08/08/2026 and the form shows an expiration date of 08/08/2035.

Were any shares forfeited by Mark E. Matthews according to the Form 4?

Yes. The Form 4 reports 307.2342 shares forfeited on 08/09/2025 and 274.2948 shares forfeited on 08/11/2025, tied to prior RSU grants.

What is Mark E. Matthews reported beneficial ownership after these transactions?

Following the reported transactions his direct beneficial ownership is shown as 21,540.2841 shares.

Are the grants subject to any clawback or forfeiture conditions?

Yes. The RSUs and options vest subject to acceleration or forfeiture in certain specified circumstances, including the clawback policy adopted by the Board of Directors.