Director Janzen Kelly receives 53 IES Holdings (IESC) shares as equity retainer

Rhea-AI Filing Summary

Janzen Kelly reported acquisition or exercise transactions in this Form 4 filing.

IES Holdings director Janzen Kelly received 53 shares of common stock as compensation. The shares were granted at no cash cost under the IES Holdings, Inc. 2006 Equity Incentive Plan as amended. Ms. Janzen elected to take this portion of her director retainer in stock instead of cash or phantom stock units, bringing her direct holdings to 229 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Janzen Kelly

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	53	$0.00	--

Holdings After Transaction: Common Stock — 229 shares (Direct)

Footnotes (1)

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Key Figures

Shares granted: 53 shares Shares after transaction: 229 shares Grant price per share: $0.0000

3 metrics

Shares granted 53 shares Common stock grant under 2006 Equity Incentive Plan

Shares after transaction 229 shares Direct common stock holdings following grant

Grant price per share $0.0000 Reported transaction price per share for the award

Key Terms

2006 Equity Incentive Plan, phantom stock units, retainer

3 terms

2006 Equity Incentive Plan financial

"granted pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated"

phantom stock units financial

"in lieu of cash or phantom stock units for that portion of her retainer"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

retainer financial

"for that portion of her retainer"

Form 4 Insider Transactions: What Each Field Means →

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^*

Janzen Kelly

(Last) (First) (Middle)

13131 DAIRY ASHFORD ROAD

SUITE 500

(Street)

SUGAR LAND TEXAS 77478

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)	04/01/2026		A		53	A	$0	229	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 shares of common stock granted pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated upon Ms. Janzen electing to receive shares in lieu of cash or phantom stock units for that portion of her retainer.

Remarks:

	/s/ Mary K. Newman, Attorney-in-Fact	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did IESC director Janzen Kelly report in this Form 4 filing?

Director Janzen Kelly reported receiving 53 shares of IES Holdings common stock. These shares were granted as part of her director retainer compensation under the company’s equity incentive plan, increasing her direct ownership to 229 shares after the transaction.

Was the IESC Form 4 transaction a stock purchase or a grant?

The transaction was a grant, not a market purchase. The Form 4 uses transaction code “A” for a grant, award, or other acquisition, reflecting compensation shares received under the IES Holdings, Inc. 2006 Equity Incentive Plan rather than shares bought in the open market.

How many IES Holdings (IESC) shares does Janzen Kelly hold after this grant?

After receiving 53 shares of common stock, Janzen Kelly beneficially owns 229 IES Holdings shares directly. This post-transaction total comes from the Form 4’s reported “shares beneficially owned following reported transaction” field for her non-derivative common stock holdings.

What is the source of the 53 IESC shares granted to Janzen Kelly?

The 53 shares were granted under the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated. According to the footnote, Ms. Janzen elected to receive these shares instead of cash or phantom stock units for a portion of her director retainer.

Did Janzen Kelly pay any cash for the IES Holdings shares reported?

No cash was paid for these shares. The transaction price per share is reported as 0.0000, indicating they were issued as part of her compensation. The award reflects an equity grant in lieu of cash or phantom stock units, rather than an open-market purchase.