IES Holdings director Cleveland acquires 84 stock units

The Phantom Stock Units convert one-for-one into shares upon board departure or a plan-defined change of control.

Rhea-AI Filing Summary

Todd M. Cleveland, a director of IES Holdings, Inc. (IESC), acquired 84 Phantom Stock Units on October 1, 2026, after electing them instead of common stock or cash for part of his retainer. Each unit converts into one IES common share when he leaves the board for any reason or upon a change of control as defined in the 2006 Equity Incentive Plan. He reported 121,906 shares of common stock following the transaction.

Insider Trade Summary

Grant/Award: 84 shares

Grant/Award 1 txn

Insider Cleveland Todd M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	84	$0.00	$0.00

Holdings After Transaction: Common Stock — 121,906 shares (Direct)

Footnotes (2)

1. F1. 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. Cleveland electing to receive PSUs in lieu of common stock or cash for that portion of his retainer. Each unit converts to one share of IES common stock when either (i) Mr. Cleveland leaves the board of directors for any reason, or (ii) upon a change of control as defined in the 2006 Equity Incentive Plan.
2. F2. On August 21, 2026, the Issuer executed a two-for-one stock split with a record date of August 14, 2026, effected in the form of a one-time special stock dividend on each share of the company's common stock.

Key Figures

Phantom Stock Units acquired: 84 units Common stock reported following transaction: 121,906 shares Phantom Stock Unit conversion: 1 share per unit

3 metrics

Phantom Stock Units acquired 84 units October 1, 2026

Common stock reported following transaction 121,906 shares Following the October 1, 2026 transaction

Phantom Stock Unit conversion 1 share per unit Upon board departure or a change of control as defined in the 2006 Equity Incentive Plan

Key Terms

Phantom Stock Units, change of control, one-time special stock dividend

3 terms

Phantom Stock Units financial

"Represents Phantom Stock Units ("PSUs") granted"

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.

change of control financial

"upon a change of control as defined in the 2006 Equity Incentive Plan"

A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.

one-time special stock dividend financial

"effected in the form of a one-time special stock dividend"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Phantom Stock Units did the IESC director receive?

Todd M. Cleveland, a director of IES Holdings, Inc. (IESC), acquired 84 Phantom Stock Units on October 1, 2026. He elected the units instead of common stock or cash for part of his retainer.

When do Todd M. Cleveland's IESC Phantom Stock Units convert to shares?

Each unit converts into one IES common share when Todd M. Cleveland leaves the board for any reason or upon a change of control as defined in the 2006 Equity Incentive Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/02/2026 - 12:10 PM Accepted by SEC EDGAR 10/02/2026 - 12:10 PM Learn about SEC filing dates

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^*

Cleveland Todd M

(Last) (First) (Middle)

1275 N. OAKLAND AVE.

(Street)

NAPPANEE INDIANA 46550

(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)
10/01/2026

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)	10/01/2026		A		84	A	$0	121,906(2)	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. Cleveland electing to receive PSUs in lieu of common stock or cash for that portion of his retainer. Each unit converts to one share of IES common stock when either (i) Mr. Cleveland leaves the board of directors for any reason, or (ii) upon a change of control as defined in the 2006 Equity Incentive Plan.

2. On August 21, 2026, the Issuer executed a two-for-one stock split with a record date of August 14, 2026, effected in the form of a one-time special stock dividend on each share of the company's common stock.

Remarks:

	/s/ Mary K. Newman, Attorney-in-Fact	10/02/2026
	** 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)