Neil Dimick - Jan 3, 2023 Form 4 Insider Report for RESOURCES CONNECTION, INC. (RGP)

Role: Director
Signature: By: /s/ Lauren Elkerson For: Neil Dimick
Stock symbol: RGP
Transactions as of: Jan 3, 2023
Transactions value $: $0
Form type: 4
Date filed: 1/4/2023, 05:34 PM
Previous filing: Mar 23, 2022
Next filing: Mar 17, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	RGP	Phantom Stock	Award	$0	+5.39K	+14.52%	$0.00	42.5K	Jan 3, 2023	Common Stock	5.39K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Award vests 25% after one year and 25% each year thereafter for the next three years. Represents credit of deferred compensation to reporting person's deferred stock account under the Directors Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock to the extent then-vested become payable in cash to the reporting person upon separation from service as a director in accordance with the reporting person's election under the Directors Deferred Compensation Plan.
F2	Includes 3,856 phantom shares credited as dividend equivalent phantom shares in accordance with the terms of the Directors Deferred Compensation Plan.

Content

Award vests 25% after one year and 25% each year thereafter for the next three years. Represents credit of deferred compensation to reporting person's deferred stock account under the Directors Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock to the extent then-vested become payable in cash to the reporting person upon separation from service as a director in accordance with the reporting person's election under the Directors Deferred Compensation Plan.

Includes 3,856 phantom shares credited as dividend equivalent phantom shares in accordance with the terms of the Directors Deferred Compensation Plan.