Ferguson Enterprises CEO sells 11,259 shares

The 11,259-share sale was executed under a Rule 10b5-1 trading plan established June 5, 2026.

Rhea-AI Filing Summary

Ferguson Enterprises Inc. President and Chief Executive Officer Kevin Michael Murphy reported common-stock award settlements and a sale on October 12, 2026. Settlements included 17,829 shares from 2019 Conditional Share Awards, 418 dividend-equivalent shares upon restricted stock unit vesting, and 3,608 shares from performance-based restricted stock units. 14,232 shares were delivered or withheld for payment of exercise price or tax liability. Murphy sold 11,259 shares at a $216.78 volume-weighted average price under a Rule 10b5-1 plan established June 5, 2026.

Insider Trade Summary 10b5-1

Net Seller: 11,259 shares

Net Sell 5 txns

Insider Murphy Kevin Michael

Role See Remarks

Sold 11,259 shs ($2.44M)

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	17,829	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	14,232	$220.04	$3.13M
Grant/Award	Common Stock F3	418	$0.00	$0.00
Grant/Award	Common Stock F4, F5	3,608	$0.00	$0.00
Sale	Common Stock F6, F7	11,259	$216.78	$2.44M

Holdings After Transaction: Common Stock — 173,863 shares (Direct)

Footnotes (7)

1. F1. The Common Stock was received in settlement of an October 12, 2023 grant under the Ferguson Enterprises Inc. Long Term Incentive Plan 2019 (Conditional Share Awards), pursuant to certification of performance on September 14, 2026, by the Compensation Committee.
2. F2. Includes 886 shares of Common Stock received in respect of dividend equivalents with respect to such Conditional Share Awards.
3. F3. Represents Common Stock received as dividend equivalents upon vesting of Restricted Stock Units.
4. F4. The Common Stock was received in settlement of a December 7, 2023 grant under the Ferguson Enterprises Inc. 2023 Omnibus Equity Incentive Plan (Performance-based Restricted Stock Units (PSUs)), pursuant to certification of performance on September 14, 2026, by the Compensation Committee.
5. F5. Includes 153 shares of Common Stock received in respect of dividend equivalents with respect to such PSUs.
6. F6. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on June 5, 2026.
7. F7. The reported price represents the volume-weighted average price (VWAP) of shares sold on the New York Stock Exchange (NYSE). Sale prices for the reported transaction reported ranged between $216.32 and $217.09. Full information regarding the number of shares of Common Stock sold at each separate price in the range will be provided to the SEC, the Issuer or its shareholders upon request.

Key Figures

Conditional Share Awards settlement: 17,829 shares RSU dividend-equivalent shares: 418 shares Performance-based restricted stock unit settlement: 3,608 shares +5 more

8 metrics

Conditional Share Awards settlement 17,829 shares October 12, 2026

RSU dividend-equivalent shares 418 shares Received upon vesting on October 12, 2026

Performance-based restricted stock unit settlement 3,608 shares October 12, 2026

Shares delivered or withheld for payment of exercise price or tax liability 14,232 shares October 12, 2026

Reported per-share price for delivered or withheld shares $220.04 per share October 12, 2026

Common stock sale 11,259 shares October 12, 2026

Sale volume-weighted average price $216.78 per share October 12, 2026; New York Stock Exchange

Sale price range $216.32-$217.09 per share Shares sold on October 12, 2026

Key Terms

Conditional Share Awards, dividend equivalents, Performance-based Restricted Stock Units (PSUs), volume-weighted average price (VWAP), +1 more

5 terms

Conditional Share Awards financial

"grant under the Ferguson Enterprises Inc. Long Term Incentive Plan 2019 (Conditional Share Awards)"

dividend equivalents financial

"shares of Common Stock received in respect of dividend equivalents"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Performance-based Restricted Stock Units (PSUs) financial

"grant under the Ferguson Enterprises Inc. 2023 Omnibus Equity Incentive Plan (Performance-based Restricted Stock Units (PSUs))"

volume-weighted average price (VWAP) financial

"reported price represents the volume-weighted average price (VWAP) of shares sold"

Volume-weighted average price (VWAP) is the average price of a security over a trading period where each trade’s price is weighted by how many shares were traded, so larger trades pull the average more than tiny ones. Investors and traders use VWAP as a benchmark to judge whether a trade was executed at a favorable price—similar to checking whether you paid more or less than the typical price when most people were buying or selling.

Rule 10b5-1 trading plan regulatory

"sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

FAQ

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

How many shares did FERG CEO Kevin Michael Murphy sell, and at what price?

On October 12, 2026, Kevin Michael Murphy sold 11,259 shares at a volume-weighted average price of $216.78. The sale was made under a Rule 10b5-1 trading plan established June 5, 2026; sale prices ranged from $216.32 to $217.09 on the New York Stock Exchange.

What stock awards did FERG CEO Kevin Michael Murphy receive?

He received 17,829 shares in settlement of an October 12, 2023 grant under Ferguson Enterprises Inc. Long Term Incentive Plan 2019 after performance certification on September 14, 2026; that amount includes 886 dividend-equivalent shares. He also received 418 dividend-equivalent shares upon restricted stock unit vesting and 3,608 shares in settlement of a December 7, 2023 performance-based restricted stock unit grant under the 2023 Omnibus Equity Incentive Plan, including 153 dividend-equivalent shares. Performance was certified on September 14, 2026.

What was the 14,232-share FERG transaction at $220.04?

The Form 4 reports 14,232 shares delivered or withheld for payment of exercise price or tax liability, with a reported per-share price of $220.04.

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

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Available on EDGAR 10/14/2026 - 04:13 PM EDT Accepted by SEC EDGAR 10/14/2026 - 04:12 PM EDT Learn about SEC filing dates

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).

X

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^*

Murphy Kevin Michael

(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)

X	Director		10% Owner
X	Officer (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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/12/2026		A		17,829(1)(2)	A	$0	195,328	D
Common Stock	10/12/2026		F		14,232	D	$220.04	181,096	D
Common Stock	10/12/2026		A	V	418(3)	A	$0	181,514	D
Common Stock	10/12/2026		A		3,608(4)(5)	A	$0	185,122	D
Common Stock	10/12/2026		S		11,259(6)	D	$216.78(7)	173,863	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. The Common Stock was received in settlement of an October 12, 2023 grant under the Ferguson Enterprises Inc. Long Term Incentive Plan 2019 (Conditional Share Awards), pursuant to certification of performance on September 14, 2026, by the Compensation Committee.

2. Includes 886 shares of Common Stock received in respect of dividend equivalents with respect to such Conditional Share Awards.

3. Represents Common Stock received as dividend equivalents upon vesting of Restricted Stock Units.

4. The Common Stock was received in settlement of a December 7, 2023 grant under the Ferguson Enterprises Inc. 2023 Omnibus Equity Incentive Plan (Performance-based Restricted Stock Units (PSUs)), pursuant to certification of performance on September 14, 2026, by the Compensation Committee.

5. Includes 153 shares of Common Stock received in respect of dividend equivalents with respect to such PSUs.

6. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on June 5, 2026.

7. The reported price represents the volume-weighted average price (VWAP) of shares sold on the New York Stock Exchange (NYSE). Sale prices for the reported transaction reported ranged between $216.32 and $217.09. Full information regarding the number of shares of Common Stock sold at each separate price in the range will be provided to the SEC, the Issuer or its shareholders upon request.

Remarks:

President & Chief Executive Officer

	/s/ Ian Graham by Power of Attorney	10/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)