Shoals (SHLS) president Tolnar has 23,206 shares withheld for RSU taxes

Rhea-AI Filing Summary

Shoals Technologies Group, Inc. President Jeffery Tolnar reported a Form 4 transaction involving 23,206 shares of Class A common stock on March 4, 2026. These shares were withheld by the company to satisfy income tax obligations arising from the vesting of restricted stock units and, according to the disclosure, do not represent an open‑market sale by Tolnar. The withholding price used for tax reporting was $6.14 per share, based on the Nasdaq Global Market closing price on the vesting date. Following this tax‑withholding disposition, Tolnar directly held 282,430 shares of Shoals Technologies Group common stock.

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^*

TOLNAR JEFFERY

(Last) (First) (Middle)

1400 SHOALS WAY

(Street)

PORTLAND TN 37148

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Shoals Technologies Group, Inc. [ SHLS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Class A Common Stock	03/04/2026		F		23,206(1)	D	$6.14(2)	282,430	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 shares of common stock that have been withheld by the Issuer to satisfy the income tax obligations of the Reporting Person in connection with the vesting of restricted stock units, and does not represent a sale by the Reporting Person.

2. Pursuant to the Shoals Technologies Group, Inc. 2021 Long-Term Incentive Plan, the closing price of the common stock on the Nasdaq Global Market on the date of vesting is used for purposes of computing tax reporting and withholding.

Remarks:

	/s/ Bobbie King, as Attorney-in-Fact for Jeffery Tolnar	03/06/2026
	** 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).
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FAQ

What insider transaction did SHLS President Jeffery Tolnar report on this Form 4?

Jeffery Tolnar reported a disposition of 23,206 shares of Shoals Technologies Group Class A common stock. The shares were withheld by the company to cover income tax obligations from vesting restricted stock units, rather than being sold on the open market.

Was the SHLS insider transaction by Jeffery Tolnar an open-market sale of shares?

No. The filing states the 23,206 shares were withheld by Shoals Technologies Group to satisfy Tolnar’s income tax obligations upon RSU vesting. The footnote explicitly clarifies this withholding does not represent a sale by the reporting person in the market.

At what price was the tax-withholding for Jeffery Tolnar’s SHLS shares calculated?

The tax-withholding disposition was calculated using a price of $6.14 per share. Under the company’s 2021 Long-Term Incentive Plan, the Nasdaq Global Market closing price on the vesting date is used to compute tax reporting and withholding for vested restricted stock units.

How many SHLS shares does President Jeffery Tolnar hold after this Form 4 transaction?

After the tax-withholding disposition, Jeffery Tolnar directly holds 282,430 shares of Shoals Technologies Group Class A common stock. This figure reflects his remaining direct ownership following the company’s withholding of 23,206 shares to satisfy income tax obligations tied to RSU vesting.

What is the transaction code F on Jeffery Tolnar’s SHLS Form 4?

Transaction code F indicates a disposition to pay exercise price or tax liability by delivering securities. In Tolnar’s case, shares were withheld by Shoals Technologies Group to cover income taxes from restricted stock unit vesting, rather than being sold in an ordinary market transaction.