Ies Holdings Inc SEC Filings

IES Holdings (IESC) files its annual report describing a year of growth and expanding backlog. For the year ended September 30, 2025, total consolidated revenue reached $3,371,468 (in thousands), with all four operating segments contributing: Communications, Residential, Infrastructure Solutions, and Commercial & Industrial.

The mix of the business continues to shift toward data-center and infrastructure work. Communications revenue grew to $1,140,640 (in thousands), while Infrastructure Solutions and Commercial & Industrial also increased their shares of total revenue. Residential remains the single largest segment, though management notes softer multi-family demand and housing affordability pressures.

Backlog and remaining performance obligations together totaled $2,373,790 and are spread across all segments, with Communications and Commercial & Industrial particularly strong. Management expects $1.4 billion of this backlog to convert to revenue in fiscal 2026 and the rest in fiscal 2027, while highlighting typical risks around cancellations, project execution, and economic cycles.

IES Holdings (IESC) announced a definitive agreement to acquire Gulf Island Fabrication via a cash merger. Under the deal, each outstanding Gulf Island share will be converted into the right to receive $12.00 in cash at closing, subject to customary conditions. The boards of both companies approved the transaction. Completion requires a majority Gulf Island shareholder vote, expiration or termination of the HSR waiting period, and other regulatory clearances; there is no financing condition. The merger agreement includes an outside date of August 7, 2026.

Equity awards at Gulf Island convert into cash-based Substitute Awards valued at $12.00 per unit; director awards vest at closing, while employee awards generally follow original schedules with acceleration on certain terminations within one year. Gulf Island may owe IES a ~$7.6 million termination fee in specified scenarios. IES owns approximately 565,886 Gulf Island shares (3.5%) and agreed to vote in favor. A separate Voting and Support Agreement covers Supporting Shareholders holding about 20% of Gulf Island’s stock.

Janzen Kelly, a director of IES Holdings, Inc. (IESC), reported the acquisition of 64 shares of the company’s common stock on 10/01/2025. The shares were granted under the 2006 Equity Incentive Plan as part of Ms. Janzen’s election to receive shares in lieu of cash or phantom stock units for a portion of her retainer. The Form 4 shows the shares were received at a price of $0 and that Ms. Janzen beneficially owned 111 shares following the transaction. The filing was signed by an attorney-in-fact on behalf of the reporting person on 10/03/2025.

Joe D. Koshkin, a director of IES Holdings, Inc. (IESC), reported acquiring 72 Phantom Stock Units (PSUs) on 10/01/2025. Following the grant, his reported beneficial ownership is 49,723 shares. The PSUs were granted under the company's 2006 Equity Incentive Plan as part of Mr. Koshkin's election to receive PSUs in lieu of cash or common stock for a portion of his retainer. Each PSU converts to one share of common stock when Mr. Koshkin leaves the board for any reason or upon a defined change of control. The Form 4 was signed by an attorney-in-fact on 10/03/2025.

Jennifer A. Baldock, a director of IES Holdings, Inc. (IESC), reported on Form 4 that on 10/01/2025 she was granted 67 Phantom Stock Units (PSUs) under the companys 2006 Equity Incentive Plan in lieu of cash or stock retainer. Each PSU converts to one share of IES common stock if Ms. Baldock leaves the board for any reason or upon a defined change of control. Following the grant she directly beneficially owns 5,454 shares and indirectly owns 375 shares through a family LLC, of which she is a co-manager. The Form 4 was signed by an attorney-in-fact on 10/03/2025.

IES Holdings director David B. Gendell reported transactions on 10/01/2025 showing an acquisition of 64 Phantom Stock Units (PSUs) under the company's 2006 Equity Incentive Plan in lieu of part of his retainer. The Form 4 shows total beneficial ownership of 88,536 shares following the reported transaction, including 40,000 shares held indirectly in a family trust and 6,000 shares held indirectly in an IRA. The PSUs convert to one share each upon Mr. Gendell leaving the board or upon a defined change of control.

Todd M. Cleveland, a director of IES Holdings, Inc. (IESC), reported on Form 4 that on 10/01/2025 he was granted 68 Phantom Stock Units (PSUs) under the company’s 2006 Equity Incentive Plan. Each PSU converts to one share of IES common stock when Mr. Cleveland leaves the board for any reason or upon a change of control as defined in the plan. The filing shows a $0 price for the grant and reports 87,248 shares beneficially owned following the transaction. The Form 4 was signed on behalf of the reporting person by an attorney-in-fact, Mary K. Newman, on 10/03/2025. The form indicates it was filed by one reporting person and that Mr. Cleveland elected PSUs in lieu of cash or common stock for that portion of his retainer.

John Louis Fouts, a director of IES Holdings, Inc. (IESC), reported the acquisition of 128 Phantom Stock Units (PSUs) on 10/01/2025. The PSUs were granted under the 2006 Equity Incentive Plan as part of Mr. Fouts' retainer and were recorded at a price of $0. Each PSU converts to one share of IES common stock when Mr. Fouts leaves the board for any reason or upon a change of control as defined in the plan. After the reported transaction, Mr. Fouts beneficially owned 8,181 shares. The Form 4 was signed on 10/03/2025 by Mary K. Newman as attorney-in-fact.

IES Holdings insider sale by joint reporting persons led by Jeffrey L. Gendell. On 09/15/2025, Tontine Capital Partners (through related entities and Mr. Gendell) sold 6,811 shares of IESC common stock at $380.74 per share in multiple transactions. After the sale, the group reports beneficial ownership of 10,769,717 shares, held directly and indirectly across several affiliated entities and trusts. The filing is a joint report by multiple affiliated entities and discloses ownership allocations and disclaimers of beneficial ownership among those entities.