STOCK TITAN

Affiliate of Installed Building Products (IBP) leadership sells 400,000 shares at $314.06

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Installed Building Products, Inc. reported insider activity involving affiliated entities of President, CEO and Chairman Jeffrey W. Edwards. PJAM IBP Holdings, Inc. sold 400,000 shares of common stock in a Rule 144 block trade at $314.06 per share, with the reporting persons disclaiming beneficial ownership beyond their pecuniary interests. Separately, Installed Building Systems, Inc. amended prepaid variable forward sale contracts covering 225,000 and 125,000 pledged shares, changing pricing terms and extending component settlement and expiration dates to a range from May 24, 2027 through June 4, 2027.

Positive

  • None.

Negative

  • None.

Insights

Large affiliate share sale and amended forward contracts, but impact depends on future prices.

PJAM IBP Holdings, Inc., an entity affiliated with leadership, sold 400,000 Installed Building Products shares in a Rule 144 block trade at $314.06 per share. The filing notes that reporting persons disclaim beneficial ownership except for their pecuniary interests, clarifying the economic, rather than direct personal, nature of this holding structure.

In addition, Installed Building Systems, Inc. amended prepaid variable forward sale contracts on 225,000 and 125,000 pledged shares. The amendments reset key economics with a reference and floor price of $314.06 and a cap price of $376.872, and extend component settlement dates to between May 24, 2027 and June 4, 2027.

These forward contracts obligate IBS to deliver shares or cash based on future volume-weighted average prices relative to the floor and cap levels. Actual impact on ownership levels and cash flows will depend on where the stock trades at each component’s valuation date within the extended 2027 settlement window.

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*
Edwards Jeffrey W.

(Last) (First) (Middle)
C/O INSTALLED BUILDING PRODUCTS, INC.
495 S. HIGH STREET, SUITE 50

(Street)
COLUMBUS OH 43215

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Installed Building Products, Inc. [ IBP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President, CEO and Chairman
3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026
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
Common Stock, $0.01 par value per share 03/03/2026 S 400,000 D $314.06(1) 1,727,819 I See footnote(2)
Common Stock, $0.01 par value per share 207,517 D
Common Stock, $0.01 par value per share 1,416,194 I See footnote(3)
Common Stock, $0.01 par value per share 173,408 I See footnote(4)
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
Forward sale contract (potential obligation to sell) $314.06(5)(6)(7)(8)(9) 03/03/2026 J/K(5)(6)(7)(8)(9) 225,000 (10) (10) Common Stock 225,000 $314.06(5)(6)(7)(8)(9) 0 I See footnote(11)
Forward sale contract (potential obligation to sell) $314.06(5)(6)(7)(8)(9) 03/03/2026 J/K(5)(6)(7)(8)(9) 225,000 (10) (10) Common Stock 225,000 $314.06(5)(6)(7)(8)(9) 225,000 I See footnote(11)
Forward sale contract (potential obligation to sell) $314.06(5)(6)(7)(8)(9) 03/03/2026 J/K(5)(6)(7)(8)(9) 125,000 (10) (10) Common Stock 125,000 $314.06(5)(6)(7)(8)(9) 0 I See footnote(11)
Forward sale contract (potential obligation to sell) $314.06(5)(6)(7)(8)(9) 03/03/2026 J/K(5)(6)(7)(8)(9) 125,000 (10) (10) Common Stock 125,000 $314.06(5)(6)(7)(8)(9) 125,000 I See footnote(11)
1. Name and Address of Reporting Person*
Edwards Jeffrey W.

(Last) (First) (Middle)
C/O INSTALLED BUILDING PRODUCTS, INC.
495 S. HIGH STREET, SUITE 50

(Street)
COLUMBUS OH 43215

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President, CEO and Chairman
1. Name and Address of Reporting Person*
Installed Building Systems, Inc.

(Last) (First) (Middle)
C/O INSTALLED BUILDING PRODUCTS, INC.
495 S. HIGH STREET, SUITE 50

(Street)
COLUMBUS OH 43215

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Director by Deputization
1. Name and Address of Reporting Person*
PJAM IBP Holdings, Inc.

(Last) (First) (Middle)
C/O INSTALLED BUILDING PRODUCTS, INC.
495 S. HIGH STREET, SUITE 50

(Street)
COLUMBUS OH 43215

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Director by Deputization
1. Name and Address of Reporting Person*
IBP Holding Co

(Last) (First) (Middle)
C/O INSTALLED BUILDING PRODUCTS, INC.
495 S. HIGH STREET, SUITE 50

(Street)
COLUMBUS OH 43215

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
Director by Deputization
Explanation of Responses:
1. PJAM IBP Holdings, Inc. ("PJAM") sold 400,000 shares of common stock of Installed Building Products, Inc. through a block trade pursuant to Rule 144 under the Securities Act of 1933, as amended.
2. These securities are held directly by PJAM. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. IBP Holding Company is the sole shareholder of PJAM.
3. These securities are held directly by Installed Building Systems, Inc. ("IBS"). Mr. Edwards disclaims beneficial ownership in the reported securities except to the extent of his pecuniary interest therein. IBS and Mr. Edwards remain the beneficial owners of all Pledged Shares, as defined in Footnote 5, reported in Table II to the extent of his or its pecuniary interest therein. Mr. Edwards is the sole beneficial owner of the shares reported in Table I as directly owned.
4. The securities are held by a trust for the benefit of one of Mr. Edwards' children. Mr. Edwards disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
5. As previously reported, IBS entered into two prepaid variable forward sale contracts on each of September 2023, November 2023 and May 2024 with an unaffiliated third party buyer. In each of the September and November transactions, IBS pledged 450,000 shares, or 225,000 shares per contract and 900,000 shares in the aggregate, and in the May transaction, IBS pledged 250,000 shares, or 125,000 shares per contract (collectively, the "Pledged Shares") of Installed Building Products, Inc. common stock ("Common Stock"). The Pledged Shares secure its obligations under the contracts, and IBS retained dividend and voting rights in the Pledged Shares during the term of the pledge. The contracts obligate IBS to deliver to the buyer, on the applicable settlement date for each component referred to in footnote 10 below, up to one hundred percent (100%) of the number of Pledged Shares for such component or, at IBS' option, an equivalent amount of cash.
6. On August 12, 2025, IBS and the buyer entered into an amendment to the September 2023 forward sale contract and the May 2024 forward sale contract. On March 3, 2026, IBS and the buyer entered into a second amendment to the September 2023 forward sale contract (the "September Amendment Agreement") and the May 2024 forward sale contract (the "May Amendment Agreement" and collectively the "2026 Amendment Agreements"). The reference price for the 2026 Amendment Agreements was $314.06. The September Amendment Agreement amends certain terms of one of the forward sale contracts entered into in September 2023, covering 225,000 shares of Common Stock, including (i) extending the range of settlement dates for the components from March 9, 2026 through March 13, 2026 to the new settlement dates from May 24, 2027 through June 4, 2027,
7. (Continued from footnote 6) (ii) amending the Floor Price (as defined below) and the Cap Price (as defined below), and (iii) increasing the number of components from 5 to 9, with appropriate adjustment for the number of shares to be delivered on the respective settlement date for each component. The May Amendment Agreement amends certain terms of one of the forward sale contracts entered into in May 2024, covering 125,000 shares of Common Stock, including (i) extending the range of settlement dates for the components from March 9, 2026 through March 13, 2026 to the new settlement dates from May 24, 2027 through June 4, 2027, (ii) amending the Floor Price (as defined below) and the Cap Price (as defined below), and (iii) increasing the number of components from 5 to 9, with appropriate adjustments for the number of shares to be delivered on the respective settlement date for each component.
8. (Continued from footnote 7) The number of shares of Common Stock to be delivered to the buyer on the settlement date (or on which to base the amount of cash to be delivered to the buyer on such settlement date) under each Amendment Agreement is to be determined as follows: (a) if the VWAP of the Common Stock on the designated valuation date for the applicable component (each, a "Settlement Price") is less than or equal to $314.06 (the "Floor Price"), IBS will deliver to the buyer all of the Pledged Shares for the applicable component;
9. (Continued from footnote 8) (b) if such Settlement Price is greater than the Floor Price but less than or equal to $376.872 (the "Cap Price"), IBS will deliver to the buyer the number of shares equal to 100% of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price and the denominator of which is such Settlement Price; and (c) if such Settlement Price is greater than the Cap Price, IBS will deliver to the buyer the number of shares equal to 100% of the Pledged Shares for the applicable component multiplied by a fraction, the numerator of which is the Floor Price plus the excess of such Settlement Price over the Cap Price, and the denominator of which is such Settlement Price.
10. Each component is exercisable on the same date as it expires, and the expiration dates for the components occur from May 24, 2027 through June 4, 2027 under the 2026 Amendment Agreements.
11. These securities are held directly by IBS. Mr. Edwards disclaims beneficial ownership in the reported securities except to the extent of his pecuniary interest therein.
Remarks:
/s/ Michael T. Miller, Attorney-in-Fact for Installed Building Systems, Inc. 03/04/2026
/s/ Michael T. Miller, Attorney-in-Fact for Jeffrey W. Edwards 03/04/2026
/s/ Michael T. Miller, Attorney-in-Fact for PJAM IBP Holdings, Inc. 03/04/2026
/s/ Michael T. Miller, Attorney-in-Fact for IBP Holding Company 03/04/2026
** 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 share sale did IBP (IBP) report in this Form 4?

The filing reports that PJAM IBP Holdings, Inc. sold 400,000 shares of Installed Building Products common stock in a Rule 144 block trade at approximately $314.06 per share. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interests.

Who actually sold the Installed Building Products (IBP) shares reported in this Form 4?

The sale was made by PJAM IBP Holdings, Inc., not directly by Jeffrey W. Edwards personally. PJAM is an entity affiliated with the reporting persons, who disclaim beneficial ownership of the securities beyond their pecuniary interests as described in the footnotes.

What are the key terms of the amended forward sale contracts disclosed by IBP (IBP)?

Installed Building Systems, Inc. amended prepaid variable forward sale contracts covering 225,000 and 125,000 pledged shares with a reference and floor price of $314.06 and a cap price of $376.872, adjusting pricing mechanics and splitting them into nine components each.

When do the amended forward sale contracts for IBP (IBP) shares expire and settle?

Each component of the amended forward sale contracts is exercisable on its expiration date, with expiration and settlement dates ranging from May 24, 2027 through June 4, 2027, as specified for the 2026 amendment agreements.

How many Installed Building Products (IBP) shares are subject to the amended forward contracts?

The amended forward sale contracts cover 225,000 shares from a September 2023 contract and 125,000 shares from a May 2024 contract. These pledged shares secure IBS’s obligations under the contracts while it retains dividend and voting rights during the pledge term.

Does Jeffrey W. Edwards directly own the IBP (IBP) shares mentioned in this Form 4?

The filing explains that certain securities are held by entities such as Installed Building Systems, Inc. and PJAM IBP Holdings, Inc. Edwards disclaims beneficial ownership of those except for his pecuniary interest but is the sole beneficial owner of shares reported as directly owned in Table I.
Installed Bldg Prods Inc

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