IHS Holding (NYSE: IHS) CEO receives 163,117 restricted stock units grant

Rhea-AI Filing Summary

Darwish Sam reported acquisition or exercise transactions in this Form 4 filing.

IHS Holding Ltd reported that Chairman and CEO Sam Darwish received a grant of 163,117 restricted stock units (RSUs). Each RSU represents a contingent right to receive one ordinary share at no purchase price. Following this award, his directly held RSU balance reported in this filing is 163,117 units.

The RSUs vest in three equal installments on March 26, 2027, March 26, 2028, and March 26, 2029, meaning one-third of the award becomes deliverable as shares on each of those dates, subject to the applicable vesting conditions.

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

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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^*

Darwish Sam

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/26/2026

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

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)	03/26/2026		A		163,117		(2)	(2)	Ordinary Shares	163,117	$0	163,117	D

Explanation of Responses:

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

2. The RSUs will vest in three equal installments on March 26, 2027, March 26, 2028 and March 26, 2029.

	/s/ Sam Darwish	03/27/2026
	** 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)

FAQ

What did IHS (IHS) Chairman and CEO Sam Darwish report in this Form 4?

Sam Darwish reported receiving a grant of 163,117 restricted stock units. These RSUs are a form of equity compensation that can convert into ordinary shares over time, aligning his interests with long-term company performance.

How many restricted stock units were granted to the IHS (IHS) CEO?

The CEO received 163,117 restricted stock units. This entire amount is newly awarded equity, and the filing shows 163,117 RSUs as his holdings after the transaction, reflecting this compensation grant rather than a market purchase.

What does each IHS (IHS) restricted stock unit represent in this filing?

Each restricted stock unit represents a contingent right to receive one ordinary share of IHS Holding Ltd. The units themselves are not shares until they vest and settle, which typically occurs according to the schedule described in the award.

What is the vesting schedule for Sam Darwish’s IHS (IHS) RSU grant?

The RSUs vest in three equal installments on March 26, 2027, March 26, 2028, and March 26, 2029. One-third of the award becomes deliverable as shares on each date, assuming the vesting conditions are satisfied.

Did the IHS (IHS) CEO buy or sell shares on the market in this Form 4?

No open-market buy or sell is reported. The Form 4 reflects an equity compensation grant coded as an acquisition (A), where 163,117 RSUs were awarded at a stated price of zero, not purchased for cash in the market.

Is this IHS (IHS) Form 4 transaction routine or unusual?

The transaction appears as a standard equity compensation award to the Chairman and CEO. It is reported as a grant of restricted stock units, a common long-term incentive structure for senior executives at publicly listed companies.