IHS counsel exercises RSUs, gets share award

IHS Holding Ltd executive Mustafa Tharoo, EVP and Group General Counsel, exercised fully vested restricted stock units into 10,224 Ordinary Shares, reflecting a routine conversion of equity awards.

Rhea-AI Filing Summary

IHS Holding Ltd executive Mustafa Tharoo, EVP and Group General Counsel, exercised fully vested restricted stock units into 10,224 Ordinary Shares, reflecting a routine conversion of equity awards. He also received a separate compensation-related award of 101,495 Ordinary Shares. Following these acquisitions, he directly holds 778,874 Ordinary Shares, with no shares sold and no remaining derivative position disclosed.

Insider Trade Summary

10,224 shares exercised/converted

Exercise 3 txns

Insider Tharoo Mustafa

Role EVP, Group General Counsel

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	10,224	$0.00	$0.00
Exercise	Ordinary Shares	10,224	$0.00	$0.00
Grant/Award	Ordinary Shares	101,495	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Ordinary Shares — 778,874 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one Ordinary Share.
2. F2. The RSUs have fully vested.

Key Figures

RSUs exercised: 10,224 units Shares from RSU exercise: 10,224 Ordinary Shares Share grant: 101,495 Ordinary Shares +2 more

5 metrics

RSUs exercised 10,224 units Restricted Stock Units converted into Ordinary Shares on April 6, 2026

Shares from RSU exercise 10,224 Ordinary Shares Acquired via derivative exercise (code M) at $0.0000 per share

Share grant 101,495 Ordinary Shares Grant or award acquisition (code A) at $0.0000 per share

Shares after RSU exercise 677,379 Ordinary Shares Direct holdings after RSU-related acquisition before grant

Total shares after all transactions 778,874 Ordinary Shares Direct ownership following RSU conversion and share grant

Key Terms

Restricted Stock Units, derivative security, Grant, award, or other acquisition, fully vested

4 terms

Restricted Stock Units financial

"security_title: "Restricted Stock Units" with 10,224.0000 units exercised"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition" for 101,495 shares"

fully vested financial

"footnote: "The RSUs have fully vested.""

FAQ

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

What insider transactions did IHS (IHS) report for Mustafa Tharoo?

IHS reported that EVP and Group General Counsel Mustafa Tharoo exercised restricted stock units into 10,224 Ordinary Shares and received an additional 101,495 Ordinary Shares as a grant, all as direct holdings and with no shares sold.

How many IHS (IHS) shares does Mustafa Tharoo own after this Form 4?

After these transactions, EVP and Group General Counsel Mustafa Tharoo directly owns 778,874 Ordinary Shares of IHS Holding Ltd. This figure reflects both the RSU conversion and the new share grant reported in the Form 4 filing.

Did the IHS (IHS) Form 4 show any insider share sales by Mustafa Tharoo?

The Form 4 for IHS shows no reported sales by EVP and Group General Counsel Mustafa Tharoo. All reported transactions are acquisitions through an RSU conversion and a share grant, with transaction codes "M" and "A" indicating non-market events.

What does the RSU exercise mean in the IHS (IHS) Form 4 filing?

The filing states that each RSU represented a right to receive one Ordinary Share and that the RSUs had fully vested. On the transaction date, 10,224 RSUs were converted into 10,224 Ordinary Shares, moving value from derivative awards into common equity.

What is the significance of transaction codes M and A in the IHS (IHS) Form 4?

Code M in the IHS Form 4 reflects an exercise or conversion of a derivative security, here RSUs into Ordinary Shares. Code A reflects a grant or award of 101,495 Ordinary Shares, both indicating compensation-related acquisitions rather than open-market trades.

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

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Accepted by SEC EDGAR 04/08/2026 - 05:14 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^*

Tharoo Mustafa

(Last) (First) (Middle)

1 CATHEDRAL PIAZZA

123 VICTORIA STREET

(Street)

LONDON SW1E 5BP

(City) (State) (Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
IHS Holding Ltd [ IHS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Group General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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
Ordinary Shares	04/06/2026		M		10,224	A	(1)	677,379	D
Ordinary Shares	04/06/2026		A		101,495	A	$0	778,874	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
Restricted Stock Units	(1)	04/06/2026		M			10,224	(2)	(2)	Ordinary Shares	10,224	$0	0	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one Ordinary Share.

2. The RSUs have fully vested.

	/s/ Mustafa Tharoo	04/08/2026
	** 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)