Limbach (LMB) EVP Jay Sharp reports stock grant and tax withholding

Rhea-AI Filing Summary

Limbach Holdings, Inc. Executive Vice President Jay Sharp reported two related stock transactions. He received a grant of 28,747 shares of common stock on March 2, 2026 upon vesting of performance-based restricted stock units tied to goals for 2023–2025. The company then withheld 12,359 shares at $89.17 per share to cover tax obligations. After these transactions, he directly owned 81,027 common shares.

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^*

Sharp Jay

(Last) (First) (Middle)

797 COMMONWEALTH DRIVE

(Street)

WARRENDALE PA 15086

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Limbach Holdings, Inc. [ LMB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		A		28,747(1)	A	$0	93,386	D
Common Stock	03/02/2026		F		12,359(2)	D	$89.17	81,027	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 28,747 shares of Limbach Holdings, Inc. (the "Company") common stock issued to the reporting person on March 2, 2026 upon vesting of 19,165 performance-based restricted stock units, based on the achievement of certain pre-established performance goals at above-target levels for the performance period commencing on January 1, 2023 through December 31, 2025. Such transaction was exempt from Section 16(b) pursuant to Rule 16b-3.

2. Reflects the withholding of 12,359 shares by the Company to satisfy tax withholding requirements. Such transaction was exempt from Section 16(b) pursuant to Rule 16b-3.

Remarks:

	/s/ Jeremiah G. Garvey, Attorney-in-Fact for Jay A. Sharp	03/04/2026
	** 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).
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FAQ

What insider transactions did Limbach (LMB) executive Jay Sharp report?

Jay Sharp reported a stock grant and a tax withholding disposition. He received 28,747 Limbach common shares from vesting performance-based RSUs, and the company withheld 12,359 shares to satisfy tax obligations, both recorded on March 2, 2026 under Section 16 rules.

How many Limbach (LMB) shares did Jay Sharp receive from performance-based awards?

Jay Sharp received 28,747 Limbach common shares upon vesting of 19,165 performance-based restricted stock units. The vesting was based on achieving pre-established performance goals above target for the period from January 1, 2023 through December 31, 2025, as described in the filing footnote.

Why did Limbach (LMB) withhold 12,359 shares from Jay Sharp’s award?

Limbach withheld 12,359 shares of common stock from Jay Sharp to satisfy tax withholding requirements. This tax-withholding disposition, priced at $89.17 per share, is a common administrative step when equity awards vest and was reported as exempt under Rule 16b-3 of Section 16(b).

What is Jay Sharp’s Limbach (LMB) share ownership after these Form 4 transactions?

After the reported grant and tax withholding, Jay Sharp directly owned 81,027 shares of Limbach common stock. This total reflects the 28,747-share award received upon vesting, reduced by 12,359 shares withheld by the company to cover associated tax liabilities on March 2, 2026.

How were Jay Sharp’s Limbach (LMB) performance-based RSUs measured for vesting?

The performance-based restricted stock units vested based on pre-established performance goals for January 1, 2023 through December 31, 2025. The filing states that these goals were achieved at above-target levels, resulting in issuance of 28,747 common shares to Jay Sharp as an equity incentive award.

Were Jay Sharp’s Limbach (LMB) Form 4 transactions exempt under Section 16(b)?

Yes, both reported transactions were exempt under Section 16(b) pursuant to Rule 16b-3. This includes the issuance of 28,747 shares upon vesting of performance-based RSUs and the withholding of 12,359 shares by the company to cover related tax obligations, as stated in the footnotes.