ENS Form 4: Director Steven Fludder Gains Dividend-Adjusted RSUs/DSUs

Rhea-AI Filing Summary

EnerSys insider Steven M. Fludder received additional shares tied to director compensation and dividend equivalents on September 26, 2025. The Form 4 shows four non-derivative acquisitions arising from dividend-adjusted awards: 36.7759, 11.3957, 0.1378 and 0.1706 share increments, bringing his total beneficial ownership to 20,487.8702 shares (direct). The awards were paid as Deferred Stock Units (DSUs) and Restricted Stock Units (RSUs) under the company's director deferred compensation plan and relate to both vested and unvested RSUs/DSUs; they are vested and payable concurrent with the underlying awards. The filing was signed by a power of attorney on 09/30/2025.

Positive

• Transparent disclosure of dividend-equivalent DSU/RSU adjustments via Form 4
• Increased direct beneficial ownership to 20,487.8702 shares through vested and vested-payable awards

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received dividend-equivalent DSUs/RSUs that modestly increase direct holdings to 20,487.87 shares.

The reported transactions are non-cash, formulaic adjustments converting dividend payments into additional DSUs/RSUs under the EnerSys director deferred compensation plan. These entries are routine compensation-related acquisitions rather than open-market purchases or exercises, so they do not indicate active insider buying for valuation reasons. The incremental change in share count is small relative to a typical public company float and appears administrative in nature.

Corporate Governance Expert

TL;DR: Grants reflect standard director compensation mechanics and are disclosed appropriately via Form 4.

The disclosure clarifies the awards stem from dividend equivalents applied to previously granted RSUs/DSUs, including vested and unvested tranches. The filing includes a dated power-of-attorney signature, indicating procedural compliance. From a governance perspective, these are routine post-grant adjustments that maintain compensation transparency without signaling governance change or executive turnover.

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

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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).

1. Name and Address of Reporting Person^*

FLUDDER STEVEN M

(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)
09/26/2025

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	09/26/2025		A		36.7759(1)	A	$0.00	20,476.1661	D
Common Stock	09/26/2025		A		11.3957(2)	A	$0.00	20,487.5618	D
Common Stock	09/26/2025		A		0.1378(3)	A	$0.00	20,487.6996	D
Common Stock	09/26/2025		A		0.1706(4)	A	$0.00	20,487.8702	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 in the form of Deferred Stock Units ("DSUs"), in connection with the cash dividend paid on September 26, 2025 to stockholders of record as of September 12, 2025 (the "Dividend"), with respect to an aggregate of 15,641 vested DSUs granted to the reporting person on various dates, and adjusted for previously and declared paid cash dividends. These DSUs are vested and payable concurrent with the underlying DSUs.

2. These shares were granted in the form of Restricted Stock Units ("RSUs"), in connection with the Dividend, with respect to vested RSUs granted to the reporting person on various dates under the EnerSys Deferred Compensation Plan for Non-Employee Directors (the "Plan"), and adjusted for previously declared and paid cash dividends. These RSUs are vested and payable concurrent with the underlying RSUs.

3. These shares were granted in the form of RSUs, in connection with the Dividend, with respect to unvested RSUs granted to the reporting person on October 18, 2024, under the Plan. These RSUs are vested and payable concurrent with the underlying RSUs.

4. These shares were granted in the form of RSUs, in connection with the Dividend, with respect to unvested RSUs granted to the reporting person on January 10, 2025, under the Plan. These RSUs are vested and payable concurrent with the underlying RSUs.

	John Yarbrough, by Power of Attorney	09/30/2025
	** 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 transactions does the EnerSys (ENS) Form 4 report for Steven M. Fludder?

The Form 4 reports non-derivative acquisitions on 09/26/2025 consisting of dividend-adjusted DSUs and RSUs that increased his direct holdings to 20,487.8702 shares.

Were the shares purchased on the open market or received as compensation?

The shares were received as compensation-related awards — DSUs and RSUs reflecting dividend equivalents on previously granted units, not open-market purchases.

Do the reported RSUs/DSUs include vested and unvested awards?

Yes. The filing states the adjustments relate to both vested and unvested RSUs/DSUs, and they are vested and payable concurrent with the underlying awards.

Who signed the Form 4 and when was it filed?

The Form 4 bears a signature executed by John Yarbrough, by Power of Attorney dated 09/30/2025.

Did the transactions involve cash consideration or a price paid?

No. Each reported acquisition shows a price of $0.00, indicating these were dividend-equivalent unit grants rather than cash purchases.