IES Holdings (IESC) Form 4 shows PSU vesting, tax share withholding

Q: What did the IESC Form 4 filed by Mary K. Newman report?

The Form 4 for IES Holdings, Inc. (IESC) reported equity transactions by officer Mary K. Newman on November 21, 2025 , related to the vesting of performance-based phantom stock units and associated share withholding for taxes.

Q: How many IESC shares vested for Mary K. Newman in this Form 4?

The filing reports that 6,142 performance-based PSUs , each tied to one share of IES Holdings Common Stock, vested on November 21, 2025 after the company determined required financial and service conditions were met.

Q: Why were some IESC shares disposed of in Mary K. Newman's Form 4?

The Form 4 shows 3,423 shares of Common Stock coded as an "F" transaction, representing shares withheld at $371.19 per share to satisfy the tax obligation arising from the vesting of Ms. Newman's time- and performance-based PSUs.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

IES Holdings, Inc. (IESC) reported a Form 4 filing for officer Mary K. Newman, who serves as SVP, CAO and General Counsel. On November 21, 2025, 6,142 performance-based phantom stock units (PSUs) granted on December 6, 2022 vested after the company determined that specified annual financial performance objectives and service conditions under its 2006 Equity Incentive Plan had been met.

The filing shows an acquisition of 6,142 shares of Common Stock at $371.19 per share coded as an "A" transaction, and the withholding of 3,423 shares at $371.19 per share coded as an "F" transaction to cover tax obligations from the vesting. Following these transactions, Ms. Newman directly beneficially owns 23,454.3 shares of IES Holdings Common Stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Newman Mary K

Role SVP, CAO and General Counsel

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,142	$371.19	$2.28M
Tax Withholding	Common Stock	3,423	$371.19	$1.27M

Holdings After Transaction: Common Stock — 26,877.3 shares (Direct)

Footnotes (1)

On December 6, 2022, Ms. Newman was granted performance-based phantom stock units ("PSUs") pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated (the "2006 Equity Incentive Plan"). Each PSU represented a contractual right in respect of one share of the Issuer's Common Stock and would vest, if at all, upon the achievement of certain specified annual financial performance objectives and the continued performance of services through the scheduled vesting date. On November 21, 2025, upon the filing of the Issuer's Annual Report on Form 10-K for its fiscal year ended September 30, 2025, the performance and service criteria were determined to have been met, resulting in the vesting of 6,142 performance-based PSUs under this award. Represents shares of Common Stock withheld to satisfy the tax obligation resulting from the vesting of the time- and performance-based PSUs granted to Ms. Newman on December 6, 2022 pursuant to the 2006 Equity Incentive Plan.

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Form 4 Insider Transactions: What Each Field Means →

11/25/2025 - 05:10 PM

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^*

Newman Mary K

(Last)

(First)

(Middle)

13131 DAIRY ASHFORD ROAD

SUITE 500

(Street)

SUGAR LAND

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, CAO and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/21/2025		A		6,142⁽¹⁾	A	$371.19	26,877.3	D
Common Stock	11/21/2025		F		3,423⁽²⁾	D	$371.19	23,454.3	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On December 6, 2022, Ms. Newman was granted performance-based phantom stock units ("PSUs") pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated (the "2006 Equity Incentive Plan"). Each PSU represented a contractual right in respect of one share of the Issuer's Common Stock and would vest, if at all, upon the achievement of certain specified annual financial performance objectives and the continued performance of services through the scheduled vesting date. On November 21, 2025, upon the filing of the Issuer's Annual Report on Form 10-K for its fiscal year ended September 30, 2025, the performance and service criteria were determined to have been met, resulting in the vesting of 6,142 performance-based PSUs under this award.

2. Represents shares of Common Stock withheld to satisfy the tax obligation resulting from the vesting of the time- and performance-based PSUs granted to Ms. Newman on December 6, 2022 pursuant to the 2006 Equity Incentive Plan.

Remarks:

	/s/ Mary K. Newman	11/25/2025
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did the IESC Form 4 filed by Mary K. Newman report?

The Form 4 for IES Holdings, Inc. (IESC) reported equity transactions by officer Mary K. Newman on November 21, 2025, related to the vesting of performance-based phantom stock units and associated share withholding for taxes.

How many IESC shares vested for Mary K. Newman in this Form 4?

The filing reports that 6,142 performance-based PSUs, each tied to one share of IES Holdings Common Stock, vested on November 21, 2025 after the company determined required financial and service conditions were met.

Why were some IESC shares disposed of in Mary K. Newman's Form 4?

The Form 4 shows 3,423 shares of Common Stock coded as an "F" transaction, representing shares withheld at $371.19 per share to satisfy the tax obligation arising from the vesting of Ms. Newman's time- and performance-based PSUs.

What plan governed the equity award reported in this IESC Form 4?

The performance-based PSUs reported in the Form 4 were granted to Ms. Newman on December 6, 2022 under the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated.

How many IESC shares does Mary K. Newman own after these transactions?

After the reported acquisition and tax withholding transactions, Ms. Newman directly beneficially owns 23,454.3 shares of IES Holdings Common Stock according to the Form 4.

What is Mary K. Newman's role at IES Holdings, Inc.?

In the Form 4, Mary K. Newman is identified as an officer of IES Holdings, Inc., holding the title of SVP, CAO and General Counsel.