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Ferguson Enterprises Inc. (“Company”): Director/PDMR Shareholding
NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES (“PDMRs”) IN COMMON STOCK OF PAR VALUE $0.0001 EACH IN
THE COMPANY (“Shares”)
Vesting of restricted stock units under the Ferguson Enterprises Inc. 2023
Omnibus Equity Incentive Plan (“Omnibus Plan”)
Non-Employee Director No. of Shares vesting No. of dividend equivalent Shares accrued Total no. of Shares vesting after any withholding for tax
G Drabble 675 10 414
R Agrawal 295 1 296
K Baker 707 10 555
R Beckwitt 295 1 296
C Halligan 707 10 556
B May 675 10 685
J Metcalf 707 10 557
A Murray 707 10 717
T Schmitt* 707 10 547
N Shouraboura* 707 10 556
S Wood 707 10 555
*Thomas Schmitt and Nadia Shouraboura stepped down as Non-Employee Directors
at the 2024 Annual Meeting held on December 5, 2024
Rekha Agrawal and Richard Beckwitt received restricted stock unit grants under
the Omnibus Plan on September 19, 2024, following their appointments as
Non-Employee Directors. Grants to the other Non-Employee Directors were made
on March 7, 2024, to replace the cancelled restricted stock units originally
granted under the Non-Employee Director Incentive Plan 2022 on October 12,
2023. All the awards automatically vested on December 5, 2024. The restricted
stock units were subject to a dividend equivalent accrual. All Shares were
released for nil consideration.
The attached notifications, which have been made in accordance with the
requirements of the EU Market Abuse Regulation (as it forms part of UK law
pursuant to the European Union (Withdrawal) Act 2018), provide further detail.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Geoff Drabble
2 Reason for the notification
a) Position/status Board Chair
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
£0.00 414
GBP – British Pound
d) Aggregated information
- Aggregated volume
Not applicable
- Price
£0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Rekha Agrawal
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in September 2024
under the Omnibus Plan (including dividend equivalents arising from the
vesting)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 296
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Kelly Baker
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 555
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Richard Beckwitt
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in September 2024
under the Omnibus Plan (including dividend equivalents arising from the
vesting)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 296
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Catherine Halligan
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 556
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Brian May
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting)
c) Price(s) and volume(s)
Price(s) Volume(s)
£0.00 685
GBP – British Pound
d) Aggregated information
- Aggregated volume
Not applicable
- Price
£0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name James S. Metcalf
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 557
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Alan Murray
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 717
USD - United States Dollar
d) Aggregated information
- Aggregated volume
No applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Thomas Schmitt
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 547
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Nadia Shouraboura
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 556
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Suzanne Wood
2 Reason for the notification
a) Position/status Non-Employee Director
b) Initial/Amendment notification Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ferguson Enterprises Inc.
b) LEI 2138003JYQMRP3SLX189
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Common stock of par value $0.0001 per share
Identification code
ISIN: US31488V1070
b) Nature of the transaction The automatic vesting of restricted stock units granted in March 2024 under
the Omnibus Plan (including dividend equivalents arising from the vesting and
after withholding for tax)
c) Price(s) and volume(s)
Price(s) Volume(s)
$0.00 555
USD - United States Dollar
d) Aggregated information
- Aggregated volume
Not applicable
- Price
$0.00
e) Date of the transaction 2024-12-05; UTC time
f) Place of the transaction Outside a Trading Venue
Investor Inquiries:
Brian Lantz, Vice President IR and Communications +1 224 285 2410
Pete Kennedy, Director of Investor Relations +1 757 603 0111
Media Inquiries:
Christine Dwyer, Senior Director Communications and Public Relations +1 757
469 5813
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Ferguson Enterprises Inc.
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