[Form 4] IES Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

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.

Insights

Corporate Governance Analyst

Director accepted 72 PSUs as retainer compensation; conversion tied to departure or change of control.

This filing documents a routine compensation election under the 2006 Equity Incentive Plan where Mr. Koshkin elected PSUs instead of cash or stock for part of his retainer. The units convert to common shares only upon his departure from the board or a plan-defined change of control, which makes them retention- and event‑contingent.

This change increases his reported beneficial ownership to 49,723 shares, reflecting a disclosure of insider holdings rather than an immediate stock purchase. The concrete, monitorable triggers are the departure from the board or a change of control, as stated in the filing.

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

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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).

1. Name and Address of Reporting Person^*

Koshkin Joe D

(Last) (First) (Middle)

13131 DAIRY ASHFORD ROAD

SUITE 500

(Street)

SUGAR LAND TX 77478

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IES Holdings, Inc. [ IESC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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(1)	10/01/2025		A		72	A	$0	49,723	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

Explanation of Responses:

1. Represents Phantom Stock Units ("PSUs") granted pursuant to the IES Holdings, Inc. ("IES") 2006 Equity Incentive Plan, as amended and restated (the "2006 Equity Incentive Plan") upon Mr. Koshkin electing to receive PSUs in lieu of cash or common stock for that portion of his retainer. Each unit converts to one share of IES common stock when either (i) Mr. Koshkin leaves the board of directors for any reason, or (ii) upon a change of control as defined in the 2006 Equity Incentive Plan.

Remarks:

	/s/ Mary K. Newman, Attorney-in-Fact	10/03/2025
	** 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.

FAQ

What did IESC director Joe Koshkin report on Form 4?

Mr. Koshkin reported receiving 72 Phantom Stock Units on 10/01/2025, increasing his beneficial ownership to 49,723 shares.

When do the PSUs convert to common stock for IESC?

Each Phantom Stock Unit converts to one share of IES common stock when the reporting person leaves the board for any reason or upon a defined change of control under the plan.

Under which plan were the PSUs granted?

The PSUs were granted under the IES 2006 Equity Incentive Plan, as amended and restated.

Who filed the Form 4 and when was it signed?

The Form 4 was signed on behalf of the reporting person by Mary K. Newman, Attorney-in-Fact on 10/03/2025.

Does the Form 4 show an immediate sale or purchase of common stock?

No. The filing reports a grant of PSUs (contingent units), not an immediate open-market purchase or sale of common stock.