X0306 4 2018-12-07 0 0001048268 IES Holdings, Inc. IESC 0001456922 McLauchlin Tracy 5433 WESTHEIMER RD., SUITE 500 HOUSTON TX 77056 0 1 0 0 SVP, CFO & Treasurer Common Stock 2018-12-07 4 A 0 37350 0 A 61443 D Common Stock 2018-12-07 4 F 0 14697 17.09 D 46746 D On October 2, 2015, Ms. McLauchlin was granted an award of 70,000 Performance Units, pursuant to the IES Holdings, Inc. 2006 Equity Incentive Plan, as amended and restated (the "2006 Equity Incentive Plan"). Each Performance Unit represented a contractual right in respect of one share of the Issuer's common stock. The Performance Units were to become vested, if at all, upon the achievement of certain specified financial performance objectives and the continued performance of services through the date that the Company filed its Annual Report on Form 10-K for its fiscal year ended September 30, 2018 (the "Annual Report"). On December 7, 2018, upon the filing of the Annual Report, the performance criteria were determined to have been partially met, resulting in vesting of 37,350 Performance Units under this award. Represents shares withheld to satisfy withholding tax liability resulting from the vesting of Performance Units delivered pursuant to the 2006 Equity Incentive Plan. /s/Gail D. Makode, Attorney-in-Fact 2018-12-11