MARRON MARK P 4

What Happened
ePlus CEO Mark P. Marron was awarded performance-based shares and a restricted stock award on June 15, 2026. The filing shows 9,956 shares issued upon settlement of performance share units (PSUs) (no purchase price) and a grant of 26,477 restricted shares (no purchase price). To satisfy tax withholding on the PSU settlement, 4,488 shares were withheld/disposed at $83.09 per share for a total withholding value of $372,908. Net, Marron received 31,945 additional shares (36,433 granted/settled minus 4,488 withheld).

Key Details

• Transaction date: June 15, 2026; Form 4 filed June 17, 2026 (timely filing).
• Awards: 9,956 shares from vested PSUs (performance goal certified) and 26,477 restricted shares granted. Grant/settlement price = $0.00.
• Tax withholding: 4,488 shares withheld (disposed) at $83.09/share = $372,908 (coded F: tax withholding).
• Vesting on restricted shares: one-third vests on each of Mar 18, 2027; Mar 16, 2028; Mar 15, 2029 (restrictions may lapse or shares be forfeited per plan).
• Shares are held in a revocable trust of which the reporting person and spouse are trustees/beneficiaries (footnote).
• Net share increase from these transactions: +31,945 shares. The filing does not disclose Marron’s total shares owned after this transaction.

Context

• The 9,956 shares resulted from vested PSUs (performance targets certified by the Compensation Committee); the 26,477 shares are a time‑based restricted stock award, not an open‑market purchase.
• The 4,488‑share disposition is a routine, cashless tax withholding to cover tax liabilities on the PSU settlement (common for equity compensation) and should not be read as a voluntary sale.
• These are insider awards and withholding actions, not trades that signal buying/selling conviction in the open market.