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Ferguson Enterprises: Paisley receives 4,120 shares

The reported activity includes a 2023 grant-date administrative correction and a performance certification dated September 14, 2026.

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Form Type
4

Rhea-AI Filing Summary

Ferguson Enterprises Inc. (FERG) officer and Chief Digital & Information Officer James A. Paisley reported the settlement of a 2,056-share Conditional Share Award on October 12, 2026, with 2,056 common shares received. The reported derivative position in that award was 0 after the transaction. He also received 4,120 common shares under the Performance Ordinary Share Plan 2019, pursuant to certification of performance by the Compensation Committee on September 14, 2026. On October 12, 2026, 2,738 common shares were delivered or withheld for payment of exercise price or tax liability, at a reported price of $220.04 per share.

Insider Paisley James A.
Role See Remarks
Type Security Shares Price Value
Exercise Conditional Share Award F1 2,056 $0.00 $0.00
Exercise Common Stock F1 2,056 $0.00 $0.00
Grant/Award Common Stock F2 4,120 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 2,738 $220.04 $602K
Holdings After Transaction: Conditional Share Award — 0 contracts (Direct); Common Stock — 7,898.643 shares (Direct)
Footnotes (2)
  1. F1. The reported securities were received in settlement of a Conditional Share Award that vested on October 12, 2026. The reduction in the reported securities in connection with the grant date of October 12, 2023 was to correct an administrative error rather than due to a failure to satisfy performance.
  2. F2. The Common Stock was received in settlement of an October 12, 2023 grant under the Ferguson Enterprises Inc. Performance Ordinary Share Plan 2019, pursuant to certification of performance on September 14, 2026, by the Compensation Committee.
Conditional Share Award settlement 2,056 shares October 12, 2026
Common shares received under the Performance Ordinary Share Plan 2019 4,120 shares October 12, 2026
Shares delivered or withheld for payment of exercise price or tax liability 2,738 shares October 12, 2026
Reported per-share price $220.04 per share October 12, 2026 transaction
Reported derivative position in Conditional Share Award after transaction 0 shares After the October 12, 2026 transaction
Conditional Share Award financial
"settlement of a Conditional Share Award that vested"
Performance Ordinary Share Plan 2019 financial
"under the Ferguson Enterprises Inc. Performance Ordinary Share Plan 2019"
certification of performance financial
"pursuant to certification of performance on September 14, 2026"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did FERG officer James A. Paisley receive?

James A. Paisley received 2,056 common shares in settlement of a Conditional Share Award that vested October 12, 2026, and separately received 4,120 common shares under the Performance Ordinary Share Plan 2019. The latter grant followed certification of performance by the Compensation Committee on September 14, 2026.

Why was the reported FERG Conditional Share Award amount adjusted?

The footnote says the reduction in reported securities connected with the October 12, 2023 grant date corrected an administrative error, rather than reflecting a failure to satisfy performance. The award vested October 12, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
Paisley James A.

(Last)(First)(Middle)
C/O FERGUSON ENTERPRISES INC.
751 LAKEFRONT COMMONS

(Street)
NEWPORT NEWS VIRGINIA 23606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Ferguson Enterprises Inc. /DE/ [ FERG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/12/2026
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
Common Stock10/12/2026M2,056(1)A$06,516.643D
Common Stock10/12/2026A4,120(2)A$010,636.643D
Common Stock10/12/2026F2,738D$220.047,898.643D
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
Conditional Share Award(1)10/12/2026M2,056 (1) (1)Common Stock2,056$00D
Explanation of Responses:
1. The reported securities were received in settlement of a Conditional Share Award that vested on October 12, 2026. The reduction in the reported securities in connection with the grant date of October 12, 2023 was to correct an administrative error rather than due to a failure to satisfy performance.
2. The Common Stock was received in settlement of an October 12, 2023 grant under the Ferguson Enterprises Inc. Performance Ordinary Share Plan 2019, pursuant to certification of performance on September 14, 2026, by the Compensation Committee.
Remarks:
Chief Digital & Information Officer
/s/ Ian Graham by Power of Attorney10/14/2026
** 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)

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