RGP director granted 1,502 phantom stock units

KISTINGER ROBERT F reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

KISTINGER ROBERT F reported acquisition or exercise transactions in this Form 4 filing.

RESOURCES CONNECTION, INC. director Robert F. Kistinger received an automatic grant of 1,502 phantom stock units as dividend equivalents on previously awarded phantom shares under the Directors Deferred Compensation Plan. Each unit mirrors one share of common stock economically, bringing his phantom stock balance to 92,586 units, payable in cash after he leaves the board.

Insider Trade Summary

Grant/Award: 1,502 shares

Grant/Award 1 txn

Insider KISTINGER ROBERT F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	1,502	$0.00	$0.00

Holdings After Transaction: Phantom Stock — 92,586 contracts (Direct)

Footnotes (1)

1. F1. Represents dividend equivalent phantom shares accrued on previously awarded phantom shares in accordance with the terms of the Directors Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of common stock. These shares of phantom stock will become payable in cash to the reporting person upon separation from service as a director in accordance with the reporting person's election under the Directors Deferred Compensation Plan.

Key Figures

Phantom stock units granted: 1,502 units Phantom stock balance after transaction: 92,586 units Underlying common stock equivalent: 1,502 shares +1 more

4 metrics

Phantom stock units granted 1,502 units Dividend equivalent grant on 2026-06-19

Phantom stock balance after transaction 92,586 units Total phantom stock holdings following grant

Underlying common stock equivalent 1,502 shares Each phantom unit equals one share of common stock economically

Transaction price per unit $0.0000 per unit Grant of phantom stock units with no cash paid

Key Terms

Phantom Stock, Directors Deferred Compensation Plan, dividend equivalent phantom shares, separation from service

4 terms

Phantom Stock financial

"Represents dividend equivalent phantom shares accrued on previously awarded phantom shares"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Directors Deferred Compensation Plan financial

"in accordance with the terms of the Directors Deferred Compensation Plan"

A directors deferred compensation plan lets a board member postpone receiving part or all of their cash fees or stock-based pay until a future date, often retirement, allowing taxes to be delayed and payouts to be structured over time. Investors care because these plans change a company’s future cash obligations and reveal how the board’s pay is aligned with long-term performance—like choosing to take a paycheck later to tie personal reward to the company’s future results.

dividend equivalent phantom shares financial

"Represents dividend equivalent phantom shares accrued on previously awarded phantom shares"

separation from service financial

"will become payable in cash to the reporting person upon separation from service as a director"

FAQ

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

What insider transaction did RGP director Robert Kistinger report?

Director Robert F. Kistinger reported receiving 1,502 phantom stock units as a grant. These units are dividend equivalents added to his existing phantom stock under Resources Connection’s Directors Deferred Compensation Plan, rather than an open‑market purchase or sale of common shares.

What is phantom stock in the RGP Form 4 filing?

In the RGP filing, phantom stock represents units economically equivalent to one share of common stock. They track the value of Resources Connection’s stock but are paid in cash later, rather than giving the director actual shares or current shareholder voting rights.

How many phantom stock units does the RGP director hold after this transaction?

After receiving 1,502 additional phantom stock units, the director’s total phantom stock balance is 92,586 units. This reflects cumulative awards under Resources Connection’s Directors Deferred Compensation Plan, all of which remain outstanding and will be settled in cash in the future.

Why were 1,502 phantom stock units granted to the RGP director?

The 1,502 phantom stock units represent dividend equivalent credits on earlier phantom stock awards. Under Resources Connection’s Directors Deferred Compensation Plan, phantom units are increased when dividends are paid, keeping the director’s deferred compensation aligned with common stockholder economics.

When will the RGP phantom stock reported in this Form 4 be paid out?

The phantom stock units will be paid in cash to the director when he separates from service as a director. Payout timing follows his prior election under Resources Connection’s Directors Deferred Compensation Plan, rather than occurring immediately after this Form 4 transaction date.

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

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Accepted by SEC EDGAR 06/23/2026 - 04:27 PM EDT 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^*

KISTINGER ROBERT F

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2026

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

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
Phantom Stock	(1)	06/19/2026		A		1,502		(1)	(1)	Common Stock	1,502	$0.0	92,586	D

Explanation of Responses:

1. Represents dividend equivalent phantom shares accrued on previously awarded phantom shares in accordance with the terms of the Directors Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of common stock. These shares of phantom stock will become payable in cash to the reporting person upon separation from service as a director in accordance with the reporting person's election under the Directors Deferred Compensation Plan.

	By: /s/ Rebecca Cottrell For: Robert Kistinger	06/23/2026
	** 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)