SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Matthews Mark E.

(Last)

(First)

(Middle)

C/O ENERSYS

2366 BERNVILLE ROAD

(Street)

READING

19605

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2024

3. Issuer Name and Ticker or Trading Symbol
EnerSys [ ENS ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,960.7652⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options	08/17/2024	08/17/2030	Stock Options	2,940	$75.39	D
Stock Options	⁽⁶⁾	08/16/2031	Stock Options	3,916	$91.81	D
Stock Options	⁽⁷⁾	08/12/2032	Stock Options	5,223	$70.88	D
Stock Options	⁽⁸⁾	08/11/2033	Stock Options	3,752	$94.71	D

Explanation of Responses:

1. This amount includes 960.3235 unvested Restricted Stock Units (RSUs), in connection with the grant of RSUs on August 17, 2020, and adjusted for previously declared and paid cash dividends. One quarter of the RSUs granted vested on each of August 17, 2021, August 17, 2022, and August 17, 2023, and one quarter will vest on August 17, 2024.

2. This amount includes 1,588.7407 unvested RSUs, in connection with the grant of RSUs on August 16, 2021, and adjusted for previously declared and paid cash dividends. One quarter of the RSUs granted vested on August 16, 2022 and August 16, 2023, and one quarter will vest on each of August 16, 2024 and August 16, 2025.

3. This amount includes 3,422.7382 unvested RSUs, in connection with the grant of RSUs on August 12, 2022, and adjusted for previously declared and paid cash dividends. One quarter of the RSUs granted vested on August 12, 2023, and one quarter will vest on each of August 12, 2024 and August 12, 2025.

4. This amount includes 3,535.9629 unvested RSUs, in connection with the grant of RSUs on August 11, 2023, and adjusted for previously declared and paid cash dividends. One quarter of the RSUs will vest on each of August 11, 2024, August 11, 2025, August 11, 2026, and August 11, 2027.

5. This amount includes 4,453 shares of EnerSys common stock.

6. 1,305 of these options will vest on August 16, 2024.

7. 1,741 of these options will vest on August 12, 2024, and 1,741 will vest on August 12, 2025.

8. 1,251 of these options will vest on August 11, 2024, 1,250 will vest on August 11, 2025, and 1,251 will vest on August 11, 2026.

Remarks:

	Karen J. Yodis, by Power of Attorney	04/05/2024
	** 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 5 (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.