[Form 4] EPLUS INC Insider Trading Activity

Rhea-AI Filing Summary

ePlus inc. Chief Executive Officer Mark P. Marron reported equity compensation activity and updated holdings in company stock. On June 15, 2026, 9,956 shares of common stock were delivered upon the vesting and settlement of previously granted performance share units under the 2021 Employee Long-Term Incentive Plan. To cover related tax obligations, 4,488 shares were withheld at a price of $83.09 per share, a non-market, tax-withholding disposition rather than an open-market sale. On the same date, Marron received a new restricted stock award of 26,477 shares, which will vest in three equal installments on March 18, 2027, March 16, 2028, and March 15, 2029, subject to potential forfeiture under plan terms. Following these transactions, he directly held 60,286 shares and also had 143,798 shares held indirectly through a revocable trust where he and his spouse are the sole trustees and beneficiaries.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider MARRON MARK P

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	9,956	$0.00	--
Tax Withholding	Common Stock	4,488	$83.09	$373K
Grant/Award	Common Stock	26,477	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 60,286 shares (Direct, null); Common Stock — 143,798 shares (Indirect, By Mark P. Marron Trust)

Footnotes (1)

1. Represents shares of ePlus inc. (the "Company") common stock for performance share units ("PSUs") granted to the reporting person on June 15, 2026, under the 2021 Employee Long-Term Incentive Plan (the "Plan"). The performance-vesting restrictions with respect to these shares were released upon certification of performance goal attainment by the Compensation Committee of ePlus' Board of Directors (the "Compensation Committee"). Represents shares withheld for payment of tax liability arising as a result of the vesting and settlement of the PSUs on June 15, 2026. On June 15, 2026, the reporting person was granted a restricted stock award consisting of 26,477 shares of common stock of the Company (the "Restricted Shares"). The Restricted Shares were granted by the Compensation Committee, pursuant to the Plan. The Restricted Shares are subject to a restriction period, with one-third of the Restricted Shares vesting on each of March 18, 2027, March 16, 2028, and March 15, 2029. As more fully described in the Plan, under certain circumstances the restrictions may lapse, or the shares may be forfeited and transferred back to the Company. These shares of common stock are held in a revocable trust, of which the reporting person and his spouse are the sole trustees and beneficiaries.

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Form 4 Insider Transactions: What Each Field Means →

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^*

MARRON MARK P

(Last) (First) (Middle)

13595 DULLES TECHNOLOGY DRIVE

(Street)

HERNDON VIRGINIA 20171

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
EPLUS INC [ PLUS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		A		9,956(1)	A	$0	60,286	D
Common Stock	06/15/2026		F		4,488(2)	D	$83.09	55,798	D
Common Stock	06/15/2026		A		26,477(3)	A	$0	82,275	D
Common Stock								143,798	I	By Mark P. Marron Trust(4)

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 shares of ePlus inc. (the "Company") common stock for performance share units ("PSUs") granted to the reporting person on June 15, 2026, under the 2021 Employee Long-Term Incentive Plan (the "Plan"). The performance-vesting restrictions with respect to these shares were released upon certification of performance goal attainment by the Compensation Committee of ePlus' Board of Directors (the "Compensation Committee").

2. Represents shares withheld for payment of tax liability arising as a result of the vesting and settlement of the PSUs on June 15, 2026.

3. On June 15, 2026, the reporting person was granted a restricted stock award consisting of 26,477 shares of common stock of the Company (the "Restricted Shares"). The Restricted Shares were granted by the Compensation Committee, pursuant to the Plan. The Restricted Shares are subject to a restriction period, with one-third of the Restricted Shares vesting on each of March 18, 2027, March 16, 2028, and March 15, 2029. As more fully described in the Plan, under certain circumstances the restrictions may lapse, or the shares may be forfeited and transferred back to the Company.

4. These shares of common stock are held in a revocable trust, of which the reporting person and his spouse are the sole trustees and beneficiaries.

	/s/ Mark P. Marron	06/17/2026
	** 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)