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[Form 4] Ferguson Enterprises Inc. /DE/ Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Ferguson Enterprises (FERG) insider activity: The Chief Human Resources Officer reported multiple transactions on October 13–14, 2025. On October 13, 1,144 shares of Common Stock were acquired at $0 from a 2019 performance award settlement. An additional 563 shares were acquired at $0 upon settlement of a conditional share award. The filer disposed of 740 shares at $231.47 (withholding) and sold 969 shares at a volume-weighted average price of $234.2297. A bona-fide charitable gift of 70 shares was made.

On October 14, the filer received 731 Restricted Stock Units at $0, and 76 RSUs were recorded indirectly by spouse; these RSUs vest in three equal annual installments beginning October 14, 2026, subject to continued service or eligible retirement. The filer also received 1,496 stock options with a $235 exercise price, expiring October 14, 2035, vesting in three equal annual installments beginning October 14, 2026.

Positive

  • None.

Negative

  • None.
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).
1. Name and Address of Reporting Person*
Stirrup Allison

(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)
Chief Human Resources Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/13/2025
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 10/13/2025 A 1,144(1) A $0 6,204(2) D
Common Stock 10/13/2025 M 563(3) A $0 6,767 D
Common Stock 10/13/2025 F 740(4) D $231.47 6,027 D
Common Stock 10/13/2025 S 969 D $234.2297(5) 5,058 D
Common Stock 10/13/2025 G 70(6) D $0 4,988 D
Common Stock 10/14/2025 A 731(7) A $0 5,719 D
Common Stock 10/14/2025 A 76(7) A $0 137(2) I By spouse
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
Conditional Share Award (8) 10/13/2025 M 493 (8) (8) Common Stock 493 $0 0 D
Conditional Share Award (8) 10/13/2025 M 70 (8) (8) Common Stock 70 $0 0 I By spouse
Stock Options (Right to Buy) $235 10/14/2025 A 1,496 (9) 10/14/2035 Common Stock 1,496 $0 1,496 D
Explanation of Responses:
1. The Common Stock was received in settlement of an October 13, 2022 grant under the Ferguson Enterprises Inc. Performance Ordinary Share Plan 2019, pursuant to certification of performance on September 10, 2025 by the Compensation Committee. Includes 142 shares acquired by Spouse that are held in joint brokerage account.
2. Includes 86 shares previously held in Indirect Holdings by Spouse that were transferred to a joint brokerage account now owned directly.
3. The Common Stock was received in settlement of a Conditional Share Award that vested on October 13, 2025. Includes 70 shares acquired by Spouse that are held in joint brokerage account.
4. Includes 65 shares from Spouse.
5. The reported price represents the volume-weighted average price (VWAP) of shares sold on the New York Stock Exchange . Sale prices for the reported transaction reported ranged between $234.200 and $234.275. 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.
6. The reported transaction represents a bona-fide charitable gift to a Donor Advised Fund.
7. The reported securities represent Restricted Stock Units granted under the Ferguson Enterprises Inc. 2023 Omnibus Equity Incentive Plan, which entitles the Reporting Person to receive the stated amount of Common Stock in three equal annual installments beginning on October 14, 2026 (the Vesting Dates), subject to the Reporting Person's continued service through the Vesting Dates or retirement, if eligible.
8. The Common Stock was received in settlement of a Conditional Share Award that vested on October 13, 2025.
9. The reported securities represent Stock Options granted under the Ferguson Enterprises Inc. 2023 Omnibus Equity Incentive Plan, which entitles the Reporting Person to receive the stated amount of Stock Options in three equal annual installments beginning on October 14, 2026, (the "Vesting Dates"), subject to the Reporting Person's continued service through the Vesting Dates or retirement, if eligible.
Remarks:
/s/ Ian Graham by Power of Attorney 10/15/2025
** 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.
Ferguson Enterprises

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50.74B
192.46M
2.48%
95.97%
1.19%
Industrial Distribution
Wholesale-hardware & Plumbing & Heating Equipment & Supplies
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United States
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