FERG insider update: RSU dividend equivalents and tax share withheld

Rhea-AI Filing Summary

Ferguson (FERG) insider filing: On 11/11/2025, an officer reported routine equity adjustments. The insider acquired 2 shares of Common Stock at $0, recorded as dividend equivalents tied to Restricted Stock Units that vested on October 15, 2025. A separate entry shows 1 share disposed under code F at $246.10, typically reflecting tax withholding. Following these transactions, the insider directly owns 7,715 shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Graham Ian T.

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2	$0.00	--
Tax Withholding	Common Stock	1	$246.10	$246.10

Holdings After Transaction: Common Stock — 7,716 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

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^*

Graham Ian T.

(Last) (First) (Middle)

C/O FERGUSON ENTERPRISES INC.

751 LAKEFRONT COMMONS

(Street)

NEWPORT NEWS VA 23606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ferguson Enterprises Inc. /DE/ [ FERG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025

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	11/11/2025		A	V	2(1)	A	$0	7,716	D
Common Stock	11/11/2025		F		1	D	$246.1	7,715	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. Represents Common Stock received as dividend equivalents on Restricted Stock Units that vested on October 15, 2025.

Remarks:

Chief Legal Officer & Corporate Secretary

	/s/ Ian Graham by Power of Attorney	11/13/2025
	** 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 did FERG’s insider report on Form 4?

An officer reported acquiring 2 Common Stock shares at $0 as dividend equivalents and disposing of 1 share under code F at $246.10 on 11/11/2025.

How many FERG shares does the insider now own?

The filing shows 7,715 Common Stock shares directly owned after the reported transactions.

What is the reason for the 2-share acquisition?

The filing states these were dividend equivalents on RSUs that vested on October 15, 2025.

What does transaction code F signify in this FERG filing?

Code F typically indicates shares withheld to cover taxes; here, it reflects a 1-share disposition at $246.10.

Who is the reporting person in the FERG Form 4?

The remarks identify the reporting person’s role as Chief Legal Officer & Corporate Secretary.

When did the reported FERG transactions occur?

Both transactions are dated 11/11/2025.