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

Rhea-AI Filing Summary

Ferguson Enterprises (FERG) insider activity: The company’s Chief Digital and Information Officer reported multiple Form 4 transactions on October 13–14, 2025. Awards vested and settled into Common Stock, followed by tax withholding and an open-market sale, and new equity grants.

The reporting person acquired 4,064 shares at $0 from a performance award and 1,999 shares at $0 from a conditional share award. To cover taxes, 2,688 shares were disposed at $231.47. On October 14, 3,000 shares were sold at a volume‑weighted average price of $236.9687. The insider then received 731 Restricted Stock Units. Following these moves, directly owned Common Stock was 2,942 shares.

In derivatives, 1,496 stock options were granted at a $235 exercise price, expiring October 14, 2035, vesting in three equal annual installments beginning October 14, 2026.

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
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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^*

Paisley James A.

(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)
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		4,064(1)	A	$0	5,900	D
Common Stock	10/13/2025		M		1,999(2)	A	$0	7,899	D
Common Stock	10/13/2025		F		2,688	D	$231.47	5,211	D
Common Stock	10/14/2025		S		3,000	D	$236.9687(3)	2,211	D
Common Stock	10/14/2025		A		731(4)	A	$0	2,942	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
Conditional Share Award	(2)	10/13/2025		M			1,999	(2)	(2)	Common Stock	1,999	$0	0	D
Stock Options (Right to Buy)	$235	10/14/2025		A		1,496		(5)	10/14/2035	Common Stock	1,496	$0	1,496	D

Explanation of Responses:

1. The Common Stock was received in settlement of an January 12, 2023 grant under the Ferguson Enterprises Inc. Performance Ordinary Share Plan 2019, pursuant to certification of performance on September 10, 2025 by the Compensation Committee.

2. The Common Stock was received in settlement of a Conditional Share Award that vested on October 13, 2025.

3. 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 $236.960 and $237.090. 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.

4. 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.

5. 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:

Chief Digital and Information Officer Exhibit List - Exhibit 24.1 - Power of Attorney

	/s/ Ian Graham by Power of Attorney	10/15/2025
	** Signature of Reporting Person	Date
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