Orion Energy director receives 2,532 restricted shares

Orion Energy Systems director Ellen B. Richstone received a grant of 2,532 shares of restricted common stock on August 11, 2026 under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan.

Rhea-AI Filing Summary

Orion Energy Systems director Ellen B. Richstone received a grant of 2,532 shares of restricted common stock on August 11, 2026 under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan. The award vests in three equal installments on August 11 of 2027, 2028, and 2029. Following this grant, Richstone directly beneficially owns 35,897 shares of common stock.

A prior 1-for-10 reverse stock split on August 22, 2025 had reduced her directly held common shares by 300,293 shares through automatic conversion.

Insider Trade Summary

Grant/Award: 2,532 shares

Grant/Award 1 txn

Insider RICHSTONE ELLEN B

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	2,532	$0.00	$0.00

Holdings After Transaction: Common Stock — 35,897 shares (Direct)

Footnotes (2)

1. F1. Restricted stock granted to the reporting person under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan. The restricted stock vests and becomes exercisable with respect to 1/3 of the restricted stock on each of August 11, 2027, 2028 and 2029, respectively.
2. F2. On August 22, 2025, the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 10 shares of common stock was automatically converted into one share of common stock, resulting in the reporting person's beneficial ownership of 300,293 less shares of common stock held directly.

Key Figures

Restricted stock granted: 2,532 shares of common stock Total shares after transaction: 35,897 shares Reverse stock split ratio: 1-for-10 +1 more

4 metrics

Restricted stock granted 2,532 shares of common stock Grant to Ellen B. Richstone on August 11, 2026 under the 2016 Omnibus Incentive Plan

Total shares after transaction 35,897 shares Direct beneficial ownership by Ellen B. Richstone following the August 11, 2026 grant

Reverse stock split ratio 1-for-10 Reverse stock split of common stock effective August 22, 2025

Share reduction from reverse split 300,293 shares Decrease in directly held common shares for Ellen B. Richstone upon reverse split effectiveness

Key Terms

Restricted stock, 2016 Omnibus Incentive Plan, reverse stock split

3 terms

Restricted stock financial

"Restricted stock granted to the reporting person under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2016 Omnibus Incentive Plan financial

"Restricted stock granted to the reporting person under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan."

reverse stock split financial

"the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

FAQ

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

What did Orion Energy Systems (OESX) report in Ellen B. Richstone’s latest Form 4?

Orion Energy Systems reported that director Ellen B. Richstone received a grant of 2,532 restricted shares of common stock on August 11, 2026, under the company’s 2016 Omnibus Incentive Plan.

How many Orion Energy Systems (OESX) shares does Ellen B. Richstone hold after this grant?

After the August 11, 2026 restricted stock grant, Ellen B. Richstone directly beneficially owns 35,897 shares of Orion Energy Systems common stock, as reported in the Form 4 filing.

What are the vesting terms of Ellen B. Richstone’s 2,532 restricted Orion Energy Systems (OESX) shares?

The 2,532 restricted shares granted to Ellen B. Richstone vest in three equal installments, with one-third vesting on each of August 11, 2027, 2028, and 2029, subject to the plan’s terms.

Was Ellen B. Richstone’s Orion Energy Systems (OESX) Form 4 transaction under a Rule 10b5-1 plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not selected, so the August 11, 2026 restricted stock grant is not reported as being made under a Rule 10b5-1 trading plan.

How did the August 2025 reverse stock split affect Ellen B. Richstone’s Orion Energy Systems (OESX) holdings?

On August 22, 2025, Orion Energy Systems executed a 1-for-10 reverse stock split, which automatically converted shares and resulted in Richstone holding 300,293 fewer directly held shares of common stock.

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

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Available on EDGAR 08/12/2026 - 05:29 PM Accepted by SEC EDGAR 08/12/2026 - 05:28 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^*

RICHSTONE ELLEN B

(Last) (First) (Middle)

2210 WOODLAND DRIVE

(Street)

MANITOWOC WISCONSIN 54220

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ORION ENERGY SYSTEMS, INC. [ OESX ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026

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
Common Stock	08/11/2026		A(1)		2,532	A	$0	35,897(2)	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. Restricted stock granted to the reporting person under the Orion Energy Systems, Inc. 2016 Omnibus Incentive Plan. The restricted stock vests and becomes exercisable with respect to 1/3 of the restricted stock on each of August 11, 2027, 2028 and 2029, respectively.

2. On August 22, 2025, the issuer effected a 1-for-10 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 10 shares of common stock was automatically converted into one share of common stock, resulting in the reporting person's beneficial ownership of 300,293 less shares of common stock held directly.

	/s/ Garrett F. Bishop, Attorney-in-Fact for Ellen B. Richstone	08/12/2026
	** 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)