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

Rhea-AI Filing Summary

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.

Positive

• 67 Phantom Stock Units granted in lieu of retainer, aligning director pay with shareholder value
• Director's continued ownership of 5,454 direct shares and indirect 375 shares via family LLC

Negative

• None.

Insights

Corporate Governance Expert

Director received 67 PSUs paid in lieu of retainer; retains 5,454 direct shares.

The grant of 67 Phantom Stock Units on 10/01/2025 reflects a non-cash compensation election by Director Jennifer Baldock under IESs equity plan, converting retainer into equity-linked awards. PSUs convert to one share on board exit or a plan-defined change of control, aligning payout with tenure or a transaction event.

The filing shows continued insider ownership with 5,454 direct shares and 375 indirect shares held via a family LLC, where Ms. Baldock is a co-manager. This maintains director alignment with shareholders without immediate dilution because PSUs are contingent until conversion.

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).

1. Name and Address of Reporting Person^*

Baldock Jennifer A

(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		67	A	$0	5,454	D
Common Stock								375	I	Held in Family LLC(2)

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 Ms. Baldock electing to receive PSUs in lieu of cash or common stock for that portion of her retainer. Each unit converts to one share of IES common stock when either (i) Ms. Baldock leaves the board of directors for any reason, or (ii) upon a change of control as defined in the 2006 Equity Incentive Plan.

2. The reporting person is a co-manager of the family limited liability company that owns the reported securities.

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 Jennifer Baldock receive on 10/01/2025?

She received 67 Phantom Stock Units (PSUs) under the 2006 Equity Incentive Plan in lieu of cash or stock retainer.

When do the PSUs convert into common stock?

Each PSU converts to one share of IES common stock when the director leaves the board for any reason or upon a defined change of control.

How many IESC shares does Jennifer Baldock beneficially own after the transaction?

She beneficially owns 5,454 shares directly and 375 shares indirectly through a family LLC.

What is the reporting date and filing date on the Form 4?

The transaction date is 10/01/2025 and the Form 4 was signed on 10/03/2025.

What is the nature of the indirect ownership reported?

The 375 indirectly held shares are owned by a family limited liability company of which Ms. Baldock is a co-manager.