STOCK TITAN

ERock insider sells 465,116 Class B units

For ERock, Inc. (EROC), ten percent owner Walter Thomas McAndrew Jr. reported IPO-related restructurings on June 11, 2026.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

For ERock, Inc. (EROC), ten percent owner Walter Thomas McAndrew Jr. reported IPO-related restructurings on June 11, 2026. He received 50,550 Class A common shares in exchange for Class A units of Enchanted Rock Holdings, LLC, while he and McAndrew Holdings, Ltd. sold 372,093 and 93,023 Class B Units, respectively, to the issuer using IPO proceeds, triggering cancellation of an equal number of non‑economic Class B common shares. No Rule 10b5‑1 trading plan is reported.

Positive

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Negative

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Insider McAndrew Walter Thomas Jr.
Role 10% Owner
Sold 465,116 shs
Type Security Shares Price Value
Sale Class B Units F6, F3 372,093 -- --
Sale Class B Units F6, F4, F5 93,023 -- --
Other Class A common stock, par value $0.01 F1 50,550 -- --
Other Class B common stock, par value $0.01 F2, F3 372,093 -- --
Other Class B common stock, par value $0.01 F2, F4, F5 93,023 -- --
Holdings After Transaction: Class B Units — 5,996,469 contracts (Direct); Class B Units — 16,540,099 contracts (Indirect, By McAndrew Holdings, Ltd.); Class A common stock, par value $0.01 — 50,550 shares (Direct); Class B common stock, par value $0.01 — 5,996,469 shares (Direct); Class B common stock, par value $0.01 — 16,540,099 shares (Indirect, By McAndrew Holdings, Ltd.)
Footnotes (6)
  1. F1. In connection with the initial public offering (the "IPO") of shares of Class A common stock, par value $0.01 per share (such shares, "Class A Shares"), of ERock, Inc. (the "Issuer"), the Issuer consummated certain mergers pursuant to which certain entities holding Class A membership interests ("Class A Units") of Enchanted Rock Holdings, LLC ("ER Holdings") merged with and into the Issuer (the "Blocker Mergers"), as described in the Issuer's prospectus filed with the Securities and Exchange Commission on June 10, 2026. In connection with the Blocker Mergers, 50,550 Class A Units held by ERock Holdings GP, LLC were exchanged for 50,550 Class A Shares issued to Walter Thomas McAndrew, Jr. ("Mr. McAndrew").
  2. F2. Shares of the Issuer's Class B common stock, par value $0.01 per share (such shares, "Class B Shares"), have no economic value and entitle the holder to one vote per Class B Share held. One Class B Share was issued for each Class B membership interest (each, a "Class B Unit") of ER Holdings held.
  3. F3. The Issuer used approximately $7.4 million of the IPO proceeds to purchase 372,093 Class B Units of ER Holdings from Mr. McAndrew. Upon such purchase, 372,093 of the Issuer's Class B Shares held by Mr. McAndrew were cancelled.
  4. F4. The Issuer used approximately $1.8 million of the IPO proceeds to purchase 93,023 Class B Units of ER Holdings from McAndrew Holdings, Ltd. ("Holdings"). Upon such purchase, 93,023 of the Issuer's Class B Shares held by Holdings were cancelled.
  5. F5. These securities are owned directly by Holdings. Mr. McAndrew may be deemed to share voting and investment power over the securities held by Holdings in his capacity as a manager of McAndrew Holdings, LLC, the general partner of Holdings. Mr. McAndrew disclaims beneficial ownership of the securities held by Holdings except to the extent of his pecuniary interest therein.
  6. F6. The Class B Units of ER Holdings are exchangeable, at the holder's option, on a one-for-one basis into Class A Shares of the Issuer. Upon the exchange of Class B Units into Class A Shares, an equivalent number of Class B Shares will be automatically cancelled.
Class B Units sold by McAndrew 372,093 units Class B Units of Enchanted Rock Holdings, LLC sold on June 11, 2026; issuer used IPO proceeds to purchase them
Class B Units sold by McAndrew Holdings, Ltd. 93,023 units Class B Units of Enchanted Rock Holdings, LLC sold on June 11, 2026; issuer used IPO proceeds to purchase them
IPO proceeds used to purchase McAndrew units $7.4 million Used by the issuer to purchase 372,093 Class B Units from McAndrew
IPO proceeds used to purchase Holdings units $1.8 million Used by the issuer to purchase 93,023 Class B Units from McAndrew Holdings, Ltd.
Class A shares received by McAndrew 50,550 shares Class A common shares issued to McAndrew in the Blocker Mergers
Direct Class B common shares after transaction 5,996,469 shares Class B common stock directly held by McAndrew after June 11, 2026 restructurings
Indirect Class B common shares after transaction 16,540,099 shares Class B common stock held indirectly through McAndrew Holdings, Ltd. after restructuring
Net Class B Units sold 465,116 units Total Class B Units sold across derivative transactions in this filing
Blocker Mergers financial
"the Issuer consummated certain mergers pursuant to which certain entities holding Class A membership interests ("Class A Units") of Enchanted Rock Holdings, LLC ("ER Holdings") merged with and into the Issuer (the "Blocker Mergers")"
initial public offering financial
"In connection with the initial public offering (the "IPO") of shares of Class A common stock"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
Class B Units financial
"The Class B Units of ER Holdings are exchangeable, at the holder's option, on a one-for-one basis"
Class B Shares financial
"Shares of the Issuer's Class B common stock, par value $0.01 per share (such shares, "Class B Shares"), have no economic value"
Class B shares are one type of a company’s stock that carries a specific set of rights — often different voting power or dividend rules compared with other classes. For investors, that affects influence over company decisions and potential income: owning Class B might mean fewer or more votes per share or different claim on profits, like having a different seat at a decision table or a different slice of the payout pie.
exchangeable financial
"The Class B Units of ER Holdings are exchangeable, at the holder's option, on a one-for-one basis into Class A Shares"

FAQ

What insider transactions did ERock, Inc. (EROC) report for June 11, 2026?

On June 11, 2026, ten percent owner Walter Thomas McAndrew Jr. reported receiving 50,550 Class A shares and selling 372,093 Class B Units directly and 93,023 Class B Units indirectly through McAndrew Holdings, Ltd., tied to ERock’s IPO-related restructurings.

How many ERock (EROC) Class B Units were sold by entities associated with McAndrew?

Entities associated with McAndrew sold 372,093 Class B Units held by him personally and 93,023 Class B Units held by McAndrew Holdings, Ltd. The issuer used IPO proceeds to purchase these units and cancelled an equal number of Class B common shares.

What Class A shares did McAndrew acquire in ERock (EROC) around the IPO?

McAndrew received 50,550 Class A common shares of ERock in the Blocker Mergers, when 50,550 Class A Units of Enchanted Rock Holdings, LLC held by ERock Holdings GP, LLC were exchanged for Class A shares issued to him.

Do ERock (EROC) Class B Shares have economic value?

According to the disclosure, ERock’s Class B Shares have no economic value and provide one vote per Class B Share. One Class B Share was issued for each Class B Unit of Enchanted Rock Holdings, LLC held and matching shares are cancelled when units are sold or exchanged.

Were ERock (EROC) insider transactions under a Rule 10b5-1 trading plan?

The filing indicates no Rule 10b5‑1 trading plan; the plan checkbox is not affirmed, and the footnotes describe IPO‑related mergers and redemptions rather than trading under a pre‑arranged plan.

What holdings does McAndrew have indirectly in ERock (EROC)?

After the reported transactions, an entity, McAndrew Holdings, Ltd., held 16,540,099 Class B common shares indirectly attributed to McAndrew. He may be deemed to share voting and investment power but disclaims beneficial ownership beyond his pecuniary interest.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
McAndrew Walter Thomas Jr.

(Last)(First)(Middle)
C/O EROCK, INC.
1113 VINE ST., SUITE 101

(Street)
HOUSTON TEXAS 77002

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ERock, Inc. [ EROC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A common stock, par value $0.0106/11/2026J(1)50,550A(1)50,550D
Class B common stock, par value $0.01(2)06/11/2026J(3)372,093D(3)5,996,469D
Class B common stock, par value $0.01(2)06/11/2026J(4)93,023D(4)16,540,099IBy McAndrew Holdings, Ltd.(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Units(6)06/11/2026S(3)372,093 (6) (6)Class A common stock, par value $0.01372,093(3)5,996,469D
Class B Units(6)06/11/2026S(4)93,023 (6) (6)Class A common stock, par value $0.0193,023(4)16,540,099IBy McAndrew Holdings, Ltd.(5)
Explanation of Responses:
1. In connection with the initial public offering (the "IPO") of shares of Class A common stock, par value $0.01 per share (such shares, "Class A Shares"), of ERock, Inc. (the "Issuer"), the Issuer consummated certain mergers pursuant to which certain entities holding Class A membership interests ("Class A Units") of Enchanted Rock Holdings, LLC ("ER Holdings") merged with and into the Issuer (the "Blocker Mergers"), as described in the Issuer's prospectus filed with the Securities and Exchange Commission on June 10, 2026. In connection with the Blocker Mergers, 50,550 Class A Units held by ERock Holdings GP, LLC were exchanged for 50,550 Class A Shares issued to Walter Thomas McAndrew, Jr. ("Mr. McAndrew").
2. Shares of the Issuer's Class B common stock, par value $0.01 per share (such shares, "Class B Shares"), have no economic value and entitle the holder to one vote per Class B Share held. One Class B Share was issued for each Class B membership interest (each, a "Class B Unit") of ER Holdings held.
3. The Issuer used approximately $7.4 million of the IPO proceeds to purchase 372,093 Class B Units of ER Holdings from Mr. McAndrew. Upon such purchase, 372,093 of the Issuer's Class B Shares held by Mr. McAndrew were cancelled.
4. The Issuer used approximately $1.8 million of the IPO proceeds to purchase 93,023 Class B Units of ER Holdings from McAndrew Holdings, Ltd. ("Holdings"). Upon such purchase, 93,023 of the Issuer's Class B Shares held by Holdings were cancelled.
5. These securities are owned directly by Holdings. Mr. McAndrew may be deemed to share voting and investment power over the securities held by Holdings in his capacity as a manager of McAndrew Holdings, LLC, the general partner of Holdings. Mr. McAndrew disclaims beneficial ownership of the securities held by Holdings except to the extent of his pecuniary interest therein.
6. The Class B Units of ER Holdings are exchangeable, at the holder's option, on a one-for-one basis into Class A Shares of the Issuer. Upon the exchange of Class B Units into Class A Shares, an equivalent number of Class B Shares will be automatically cancelled.
/s/ Walter Thomas McAndrew, Jr.09/04/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)