ERock (EROC) director details 580,107 underlying Class A share interests

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ERock, Inc. director Mark R. Patterson filed an initial Form 3 showing beneficial ownership of derivative Class M Units tied to ER Holdings. These Class M Units are profits interests that can convert into Class B Units, which are exchangeable one-for-one into Class A Common Stock or cash at the issuer’s election.

The filing reports Class M Units corresponding to 580,107 underlying shares of Class A Common Stock at an exercise price of $0.1500 per share. According to the footnotes, 176,880 Class M Units have vested, with the remainder vesting in 25 equal monthly installments on the 18th of each month from June 18, 2026 through June 18, 2028, contingent on Patterson’s continued service.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Patterson Mark R

Role null

Type	Security	Shares	Price	Value
holding	Class M Units	--	--	--

Holdings After Transaction: Class M Units — 580,107 shares (Direct, null)

Footnotes (1)

Reflect Class M Units ("Class M Units") of ER Holdings, which are "profits interests" for U.S. federal income tax purposes. Vested Class M Units are convertible, at the holder's option, into a number of Class B Units generally equal to the product of (a) the number of vested Class M Units to be converted, and (b) a fraction, the numerator of which is the amount that would be distributed in respect of the vested Class M Unit (taking into account the applicable threshold amount), and the denominator of which is the amount that would be distributed in respect of a Class B Unit, in each case if, immediately before the exchange, ER Holdings were to sell all of its assets for their fair market values, pay any liabilities, and distribute the proceeds available for distribution, subject to certain adjustments. Class M Units have no expiration date. Class B Units are exchangeable, at the holder's option, on a one-for-one basis for shares of Class A Common Stock of the Issuer or cash (at the Issuer's election). 176,880 of these Class M Units have vested, and the remaining Class M Units vest in 25 equal monthly installments on the 18th day of each calendar month commencing June 18, 2026 and ending June 18, 2028, subject to the Reporting Person's continuous service to the Issuer.

Key Figures

Underlying Class A shares: 580,107 shares Exercise/Conversion Price: $0.1500 per share Vested Class M Units: 176,880 units +2 more

5 metrics

Underlying Class A shares 580,107 shares Underlying shares linked to Class M Units

Exercise/Conversion Price $0.1500 per share Price for underlying Class A Common Stock

Vested Class M Units 176,880 units Currently vested portion of Class M Units

Vesting period 25 monthly installments From June 18, 2026 to June 18, 2028

Ownership type Direct Patterson’s reported beneficial ownership of Class M Units

Key Terms

Class M Units, profits interests, Class B Units, Class A Common Stock, +1 more

5 terms

Class M Units financial

"Reflect Class M Units ("Class M Units") of ER Holdings, which are "profits interests""

profits interests financial

"Class M Units of ER Holdings, which are "profits interests" for U.S. federal income tax purposes"

Class B Units financial

"Vested Class M Units are convertible, at the holder's option, into a number of Class B Units"

Class A Common Stock financial

"Class B Units are exchangeable, at the holder's option, on a one-for-one basis for shares of Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

vested Class M Units financial

"176,880 of these Class M Units have vested, and the remaining Class M Units vest"

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Understanding Insider Trading Forms →

06/09/2026 - 09:46 PM

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Patterson Mark R

(Last)

(First)

(Middle)

C/O EROCK, INC.

1113 VINE STREET, SUITE 101

(Street)

HOUSTON

TEXAS

77002

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
06/09/2026

3. Issuer Name and Ticker or Trading Symbol
ERock, Inc. [ EROC ]

3a. Foreign Trading Symbol

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

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

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

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)

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)
Class M Units	⁽¹⁾⁽²⁾⁽³⁾	⁽¹⁾⁽²⁾⁽³⁾	Class A Common Stock	580,107	$0.15⁽¹⁾⁽²⁾⁽³⁾	D

Explanation of Responses:

1. Reflect Class M Units ("Class M Units") of ER Holdings, which are "profits interests" for U.S. federal income tax purposes. Vested Class M Units are convertible, at the holder's option, into a number of Class B Units generally equal to the product of (a) the number of vested Class M Units to be converted, and (b) a fraction, the numerator of which is the amount that would be distributed in respect of the vested Class M Unit (taking into account the applicable threshold amount), and the denominator of which is the amount that would be distributed in respect of a Class B Unit, in each case if, immediately before the exchange, ER Holdings were to sell all of its assets for their fair market values, pay any liabilities, and distribute the proceeds available for distribution, subject to certain adjustments. Class M Units have no expiration date.

2. Class B Units are exchangeable, at the holder's option, on a one-for-one basis for shares of Class A Common Stock of the Issuer or cash (at the Issuer's election).

3. 176,880 of these Class M Units have vested, and the remaining Class M Units vest in 25 equal monthly installments on the 18th day of each calendar month commencing June 18, 2026 and ending June 18, 2028, subject to the Reporting Person's continuous service to the Issuer.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Davis Zapffe, Attorney-in-fact for Mark. R. Patterson	06/09/2026
	** 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 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.
* Form 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does ERock (EROC) disclose about Mark R. Patterson’s holdings on this Form 3?

Mark R. Patterson reports beneficial ownership of Class M Units tied to ER Holdings, which relate to 580,107 underlying shares of ERock Class A Common Stock at a conversion price of $0.1500 per share, reflecting his initial derivative equity position as a director.

What are the Class M Units reported by Mark R. Patterson in ERock’s (EROC) filing?

The Class M Units are profits interests in ER Holdings. Vested Class M Units can convert into Class B Units based on a distribution formula, and those Class B Units are exchangeable on a one-for-one basis into ERock Class A Common Stock or cash, at the issuer’s election.

How many ERock (EROC) underlying shares are associated with Patterson’s Class M Units?

The filing shows Class M Units representing 580,107 underlying shares of ERock Class A Common Stock. These are tied to an exercise or conversion price of $0.1500 per share, indicating the scale of Patterson’s potential equity exposure through these derivative interests.

What portion of Mark R. Patterson’s ERock (EROC) Class M Units is currently vested?

According to the disclosure, 176,880 of the reported Class M Units have vested. The remaining unvested Class M Units are scheduled to vest in 25 equal monthly installments between June 18, 2026 and June 18, 2028, subject to his continued service with the company.

What is the vesting schedule for the remaining Class M Units in ERock’s (EROC) Form 3?

The remaining Class M Units vest in 25 equal monthly installments. Vesting occurs on the 18th day of each month starting June 18, 2026 and ending June 18, 2028, and depends on Mark R. Patterson maintaining continuous service to ERock during that period.

Do the Class M Units reported for ERock (EROC) have an expiration date?

The footnotes state that the Class M Units have no expiration date. This means Patterson’s profits interest remains outstanding indefinitely, with value depending on ER Holdings’ asset values and distributions, and on future conversions into Class B Units and then Class A Common Stock.