Neos Partners trims Forgent Power (FPS) stake with 8.4M-share sale

Rhea-AI Filing Summary

Neos Partners, LP and affiliated entities, as 10% owners and directors of Forgent Power Solutions (FPS), reported significant insider transactions in Class A common stock on 02/09/2026. They disposed of 2,487,964 Opco LLC Interests indirectly to the issuer and simultaneously acquired 2,487,964 shares of Class A common stock at a stated price of $0.00 per share, reflecting an internal reclassification.

On the same date, these reporting persons sold 8,400,000 shares of Class A common stock in open-market or private transactions at $25.785 per share. After these transactions, they indirectly held 168,935,645 shares of Class A common stock and 71,093,244 Opco LLC Interests, and directly held 46,756 shares of Class A common stock.

Insights

Equity ownership and governance analyst

Large shareholder restructures holdings and sells 8.4M Forgent Power shares.

Entities led by Neos Partners, LP, listed as directors and 10% owners of Forgent Power Solutions, executed a two-step change on 02/09/2026. They converted 2,487,964 Opco LLC Interests into the same number of Class A shares, then sold 8,400,000 Class A shares in open-market or private deals.

The filing shows these are indirect holdings, with detailed footnotes incorporated by reference, so control and economics flow through partnership and LLC structures. After the trades, they still held 168,935,645 Class A shares indirectly and 71,093,244 Opco LLC Interests, plus 46,756 shares directly, indicating a continuing very large stake despite the sale.

For governance and float dynamics, the key takeaway is that a major shareholder reduced its position while remaining a substantial owner. Future company filings may clarify how these ownership changes interact with board representation and any ongoing lock-up or governance arrangements.

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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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^*

Neos Partners, LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Forgent Power Solutions, Inc. [ FPS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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
Class A common stock	02/09/2026		A(2)		2,487,964(3)	A	(2)	177,335,645(4)	I	See Notes(1)(10)(11)
Class A common stock	02/09/2026		S		8,400,000(5)	D	$25.785(6)	168,935,645(7)	I	See Notes(1)(10)(11)
Class A common stock								46,756(8)	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
Opco LLC Interests	(2)	02/09/2026		D			2,487,964(3)	(2)	(2)	Class A Common Stock(2)	2,487,964(3)	(2)	71,093,244(9)	I	See Notes(1)(10)(11)

1. Name and Address of Reporting Person^*

Neos Partners, LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent I LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent II LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent III LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent IV LP

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent I GP LLC

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent II GP LLC

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent III GP LLC

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Forgent Parent IV GP LLC

(Last) (First) (Middle)

12400 HIGH BLUFF DRIVE, SUITE 650

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. See Exhibit 99.1 for text of footnote (1).

2. See Exhibit 99.1 for text of footnote (2).

3. See Exhibit 99.1 for text of footnote (3).

4. See Exhibit 99.1 for text of footnote (4).

5. See Exhibit 99.1 for text of footnote (5).

6. See Exhibit 99.1 for text of footnote (6.)

7. See Exhibit 99.1 for text of footnote (7).

8. See Exhibit 99.1 for text of footnote (8).

9. See Exhibit 99.1 for text of footnote (9).

10. See Exhibit 99.1 for text of footnote (10).

11. See Exhibit 99.1 for text of footnote (11).

Remarks:

Exhibit 99.1 (Footnotes) and Exhibit 99.2 (Joint Filer Information and Signatures) are incorporated herein by reference. This Form 4 is the first of three identical Form 4s filed relating to the same event. The Form 4 has been split into three filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 is filed by Designated Filer, Neos Partners, LP.

	NEOS PARTNERS, LP, By: See Exhibit 99.2 for Signatures	02/11/2026
	** 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.

FAQ

What insider transactions did Neos Partners report for Forgent Power Solutions (FPS)?

Neos Partners and affiliated entities reported converting 2,487,964 Opco LLC Interests into the same number of Class A common shares, then selling 8,400,000 Class A shares on 02/09/2026. These transactions were reported as indirect holdings with detailed ownership described in referenced exhibits.

How many Forgent Power Solutions (FPS) shares did the reporting persons sell?

The reporting persons sold 8,400,000 shares of Forgent Power Solutions Class A common stock. The sales occurred on 02/09/2026 at a per-share price of $25.785 in open-market or private transactions, as identified by transaction code "S" in the Form 4 data.

At what price were Forgent Power Solutions (FPS) shares sold in this Form 4?

The reported sale of Forgent Power Solutions Class A common stock was executed at $25.785 per share. This price applies to 8,400,000 shares sold on 02/09/2026 in open-market or private transactions, according to the transaction details provided in the filing.

How many Forgent Power Solutions (FPS) shares do the reporting persons own after the transactions?

After the reported transactions, the reporting persons indirectly owned 168,935,645 shares of Forgent Power Solutions Class A common stock and 71,093,244 Opco LLC Interests, and directly held 46,756 Class A shares. These post-transaction balances are listed in the Form 4 tables as beneficially owned amounts.

What does the Opco LLC Interests disposition mean for Forgent Power Solutions (FPS)?

The reporting persons disposed of 2,487,964 Opco LLC Interests to the issuer and acquired the same number of Class A shares at $0.00 per share. This indicates an internal restructuring from LLC interests into listed common equity, without a cash purchase price noted in the filing.

Who are the reporting persons in the Forgent Power Solutions (FPS) Form 4?

The Form 4 lists Neos Partners, LP as the designated filer, along with multiple Forgent Parent limited partnerships and their GP LLCs. These entities are reported as directors and 10% owners, with more than ten reporting persons disclosed across three identical, related filings.