Resources Connection (RGP) CEO receives dividend-equivalent stock grant

Rhea-AI Filing Summary

Resources Connection, Inc. President and CEO Roger D. Carlile received an automatic stock-based award tied to prior equity grants. He acquired 13,089.3978 shares of common stock as dividend-equivalent rights on previously awarded restricted stock units, which will vest proportionately with the related units. Following this grant, he directly holds 721,114.5060 common shares, and an additional 54,137.0000 shares are held indirectly through the Carlile Trust. This appears to be routine compensation rather than an open-market purchase.

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^*

Carlile Roger D

(Last) (First) (Middle)

15950 NORTH DALLAS PARKWAY

SUITE 330

(Street)

DALLAS TEXAS 75248

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
RESOURCES CONNECTION, INC. [ RGP ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

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								54,137	I	Carlile Trust
Common Stock	03/20/2026		A		13,089.3978(1)	A	$0	721,114.506	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 dividend equivalent rights accrued on previously awarded restricted stock units which vest proportionately with the units to which they relate.

	/s/ Rebecca Cottrell For: Roger Carlile	03/24/2026
	** 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 RGP CEO Roger D. Carlile report in this Form 4 filing?

Roger D. Carlile reported receiving 13,089.3978 shares of RGP common stock as dividend-equivalent rights on earlier restricted stock unit awards. These additional shares are compensation-related and vest in line with the underlying restricted units, not an open-market stock purchase.

How many RGP shares does the CEO hold after this reported transaction?

After the transaction, Roger D. Carlile directly holds 721,114.5060 shares of RGP common stock. The filing also shows 54,137.0000 shares held indirectly through the Carlile Trust, providing a view of both his direct and trust-associated ownership positions in the company.

What are dividend-equivalent rights in the context of RGP’s CEO award?

Dividend-equivalent rights give additional stock linked to dividends on unvested restricted stock units. For RGP, 13,089.3978 common shares were credited to Roger D. Carlile and will vest proportionately with the corresponding restricted stock units, aligning the award with long-term equity compensation rather than cash dividends.

Was Roger D. Carlile’s RGP stock acquisition an open-market purchase?

No, the acquisition was not an open-market purchase. The Form 4 describes a grant of 13,089.3978 shares as dividend-equivalent rights on prior restricted stock unit awards, recorded at a price of $0.0000 per share as part of his equity compensation package, not a discretionary market trade.

How does the Carlile Trust factor into the CEO’s RGP share ownership?

The filing shows 54,137.0000 RGP common shares held indirectly through the Carlile Trust. This indicates part of Roger D. Carlile’s economic interest in the company is held in a trust structure, separate from his 721,114.5060 directly owned shares, reflecting both direct and indirect holdings.

Does this RGP Form 4 indicate any stock sales by the CEO?

The Form 4 does not report any stock sales by Roger D. Carlile. It shows one acquisition of 13,089.3978 shares via dividend-equivalent rights and a separate entry updating indirect holdings through the Carlile Trust, with no open-market or other dispositions disclosed in this filing.