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Resources Connection withholds 96,507 CEO shares

Afterward, the CEO held 649,502 shares directly, alongside 54,137 shares held indirectly through the Carlile Trust.

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Form Type
4

Rhea-AI Filing Summary

Resources Connection, Inc. (RGP) director and President and CEO Roger D. Carlile had 96,507 shares withheld by the issuer on November 3, 2026, to satisfy tax withholding obligations tied to the payout of vested restricted stock units previously granted to him. The transaction also includes a 0.1964-share adjustment for fractional shares disregarded upon vesting. Afterward, Carlile held 649,502 shares directly and 54,137 shares indirectly through the Carlile Trust.

Insider Carlile Roger D
Role President and CEO
Type Security Shares Price Value
Tax Withholding Common Stock F1 96,507.1964 $2.64 $255K
Holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 649,502.2121 shares (Direct); Common Stock — 54,137 shares (Indirect, Carlile Trust)
Holdings Before and After: Common Stock, 746,009.4085 to 649,502.2121 shares (Direct)
Footnotes (1)
  1. F1. Represents shares withheld by the Issuer in accordance with the terms of the award to satisfy tax withholding obligations in connection with the payout of vested restricted stock units previously granted to the reporting person (such restricted stock units previously reported in Table I of Form 3). Also represents an adjustment of .1964 shares to adjust for fractional shares that were disregarded upon vesting of the restricted stock unit award.
Shares withheld 96,507 shares November 3, 2026; tax withholding for vested restricted stock units
Reported per-share price $2.6400 per share November 3, 2026 transaction
Direct shares after transaction 649,502 shares Roger D. Carlile's reported direct holdings
Indirect shares after transaction 54,137 shares Held through the Carlile Trust
restricted stock units financial
"payout of vested restricted stock units previously granted"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"to satisfy tax withholding obligations"
vesting financial
"fractional shares that were disregarded upon vesting"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

How many RGP shares were withheld from Roger D. Carlile?

The issuer withheld 96,507 shares on November 3, 2026, to satisfy tax withholding obligations connected with the payout of vested restricted stock units previously granted to him. The transaction also includes a 0.1964-share adjustment for fractional shares disregarded upon vesting.

What per-share price was reported for the RGP withholding?

The reported per-share price was $2.6400 for the November 3, 2026 transaction. The issuer withheld the shares to satisfy tax withholding obligations connected with the payout of vested restricted stock units.

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

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SEC Form 4
FORM 4UNITED 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*
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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock11/03/2026F96,507.1964(1)D$2.64649,502.2121D
Common Stock54,137ICarlile Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares withheld by the Issuer in accordance with the terms of the award to satisfy tax withholding obligations in connection with the payout of vested restricted stock units previously granted to the reporting person (such restricted stock units previously reported in Table I of Form 3). Also represents an adjustment of .1964 shares to adjust for fractional shares that were disregarded upon vesting of the restricted stock unit award.
By: /s/ Rebecca Cottrell For: Roger Carlile11/04/2026
** Signature of Reporting PersonDate
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)

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