EnerSys (NYSE: ENS) CTO reports RSU dividend equivalents from cash dividend

Rhea-AI Filing Summary

EnerSys filed a Form 4 showing that its CTO and President Specialty received small grants of common stock in the form of restricted stock units (RSUs) tied to a recent cash dividend. On December 26, 2025, the officer acquired fractional shares of common stock at a price of $0 per share, increasing direct beneficial ownership to 20,986.9937 shares.

The RSUs were credited as dividend equivalents on previously granted unvested RSUs, based on a cash dividend paid on December 26, 2025 to stockholders of record as of December 12, 2025. Each new RSU grant will vest and be payable at the same time as its related underlying RSU grant from 2022, 2023, 2024, and 2025.

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).

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)

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)
	CTO and President Specialty

3. Date of Earliest Transaction (Month/Day/Year)
12/26/2025

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	12/26/2025		A		2.0648(1)	A	$0	20,969.0648	D
Common Stock	12/26/2025		A		3.1979(2)	A	$0	20,972.2627	D
Common Stock	12/26/2025		A		5.3853(3)	A	$0	20,977.648	D
Common Stock	12/26/2025		A		9.3457(4)	A	$0	20,986.9937	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 Restricted Stock Units ("RSUs"), in connection with the cash dividend paid on December 26, 2025, to stockholders of record as of December 12, 2025 (the "Dividend"), with respect to 1,158 unvested RSUs granted to the reporting person on August 12, 2022, and adjusted for previously declared and paid cash dividends. These RSUs will vest and are payable concurrent with the underlying RSUs.

2. These shares were granted in the form of RSUs, in connection with the Dividend, with respect to 1,794 unvested RSUs granted to the reporting person on August 11, 2023, and adjusted for previously declared and paid cash dividends. These RSUs will be payable concurrent with the underlying RSUs.

3. These shares were granted in the form of RSUs, in connection with the Dividend, with respect to 3,021 unvested RSUs granted to the reporting person on August 9, 2024, and adjusted for a previously declared and paid cash dividend. These RSUs will be payable concurrent with the underlying RSUs.

4. These shares were granted in the form of RSUs, in connection with the Dividend, with respect to 5,243 unvested RSUs granted to the reporting person on August 8, 2025, and adjusted for a previously declared and paid cash dividend. These RSUs will be payable concurrent with the underlying RSUs.

	/s/ John Yarbrough by Power of Attorney	12/30/2025
	** 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).
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FAQ

What did EnerSys (ENS) report in this Form 4 filing?

The filing reports that the CTO and President Specialty of EnerSys acquired small amounts of common stock in the form of RSUs on December 26, 2025, all at a price of $0 per share, as part of dividend-equivalent grants on existing unvested RSUs.

Who is the reporting person in the EnerSys (ENS) Form 4?

The reporting person is an officer of EnerSys, serving as CTO and President Specialty, and is filing the form as a single reporting person with direct ownership of the reported securities.

What type of securities were involved in the EnerSys (ENS) Form 4 transactions?

The transactions involved EnerSys common stock, acquired in the form of restricted stock units (RSUs) that were granted as dividend equivalents linked to previously awarded unvested RSUs.

Why were new RSUs granted to the EnerSys (ENS) officer on December 26, 2025?

The new RSUs were granted in connection with a cash dividend paid on December 26, 2025 to stockholders of record as of December 12, 2025, providing dividend-equivalent RSUs on unvested awards from 2022, 2023, 2024, and 2025.

How many EnerSys (ENS) shares does the officer beneficially own after these transactions?

After the reported RSU grants on December 26, 2025, the officer beneficially owns 20,986.9937 shares of EnerSys common stock in direct ownership.

How do the new EnerSys (ENS) RSUs vest and pay out?

The RSUs granted as dividend equivalents will vest and be payable concurrent with the underlying RSUs from each original grant year, matching the vesting schedules of the 2022, 2023, 2024, and 2025 awards.

Was there any cash consideration in the EnerSys (ENS) Form 4 RSU grants?

No cash was paid for these RSUs; the filing shows each acquisition at a price of $0 per share, reflecting stock-based compensation tied to the company’s cash dividend.