IES Holdings director granted 37 stock units

IES Holdings, Inc. director Todd M. Cleveland reported receiving a grant of 37 shares of common stock in the form of Phantom Stock Units (PSUs) as part of his board retainer.

Rhea-AI Filing Summary

IES Holdings, Inc. director Todd M. Cleveland reported receiving a grant of 37 shares of common stock in the form of Phantom Stock Units (PSUs) as part of his board retainer. The units were granted at $0.00 per share as compensation, not through an open-market purchase.

Following this award, Cleveland holds a total of 60,911 shares of IES common stock. Each PSU converts into one share of common stock when he leaves the board of directors for any reason or if a change of control occurs under the company’s 2006 Equity Incentive Plan.

Insider Trade Summary

Grant/Award: 37 shares

Grant/Award 1 txn

Insider Cleveland Todd M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	37	$0.00	$0.00

Holdings After Transaction: Common Stock — 60,911 shares (Direct)

Footnotes (1)

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.

Key Figures

Phantom Stock Units granted: 37 units Grant price per unit: $0.00 per unit Total shares after transaction: 60,911 shares

3 metrics

Phantom Stock Units granted 37 units Director retainer grant on July 1, 2026

Grant price per unit $0.00 per unit Equity compensation, not open-market purchase

Total shares after transaction 60,911 shares Todd M. Cleveland’s beneficial ownership following grant

Key Terms

Phantom Stock Units, 2006 Equity Incentive Plan, retainer, change of control

4 terms

Phantom Stock Units financial

"Represents Phantom Stock Units ("PSUs") granted pursuant to the IES Holdings, Inc."

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.

2006 Equity Incentive Plan financial

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

retainer financial

"upon Mr. Cleveland electing to receive PSUs in lieu of common stock or cash for that portion of his retainer"

change of control financial

"or (ii) 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.

FAQ

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

What did IES Holdings (IESC) director Todd M. Cleveland report on this Form 4?

Todd M. Cleveland reported receiving a grant of 37 Phantom Stock Units as part of his board retainer. These units are a form of stock-based compensation and were not acquired through an open-market stock purchase.

How many Phantom Stock Units did the IES Holdings (IESC) director receive?

He received 37 Phantom Stock Units, each tied to one share of IES common stock. The grant reflects a small addition to his existing holdings and represents compensation for his service on the board of directors.

At what price were the Phantom Stock Units granted to the IES Holdings (IESC) director?

The 37 Phantom Stock Units were granted at a price of $0.00 per unit. This indicates they were awarded as compensation rather than purchased, aligning with typical equity-based director retainer structures.

When do the Phantom Stock Units for IES Holdings (IESC) convert into common shares?

Each Phantom Stock Unit converts to one share of IES common stock when Todd M. Cleveland leaves the board of directors for any reason or upon a qualifying change of control under the 2006 Equity Incentive Plan.

What is Todd M. Cleveland’s total IES Holdings (IESC) share ownership after this transaction?

After the grant, Todd M. Cleveland beneficially owns 60,911 shares of IES common stock. This total includes his existing holdings plus the 37 additional units awarded as part of his director retainer compensation.

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

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Accepted by SEC EDGAR 07/06/2026 - 05:19 PM EDT 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)
07/01/2026

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)	07/01/2026		A		37	A	$0	60,911	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.

Remarks:

	/s/ Mary K. Newman, Attorney-in-Fact	07/06/2026
	** 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)