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* Funk Andrea J. (Last) (First) (Middle) C/O ENERSYS 2366 BERNVILLE ROAD (Street) READING PA 19605 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/01/2022	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) EVP & Chief Financial Officer	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	17,199.4414(1)(2)(3)(4)(5)(6)(7)	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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	(8)	08/12/2029	Stock Options	6,527	57.75	D
Stock Options	(9)	08/17/2030	Stock Options	4,940	75.39	D
Stock Options	(10)	08/16/2031	Stock Options	6,748	91.81	D

Explanation of Responses:

1. This amount includes 1,429.1814 unvested RSUs, in connection with the grant of RSUs on August 13, 2018, and adjusted for previously declared and paid cash dividends. These RSUs vested twenty-five percent on each of May 15, 2019, May 15, 2020, and May 15, 2021. The RSUs reported will vest on May 15, 2022.

2. This amount includes 3,951 shares of EnerSys common stock.

3. This amount includes 1,012.5187 performance share units granted on August 12, 2019, as adjusted for previously declared and paid cash dividends. These shares vest one hundred percent on August 12, 2022, with an additional one year holding period (4 years total until settlement), subject to acceleration and cancellation upon the occurrence of certain events. Each performance share unit converts into the number of shares of common stock determined by applying an EPS Performance multiplier to the number of units vesting on the third anniversary of the date of grant. The EPS Performance multiplier is based on the cumulative adjusted EPS over the three year vesting period relative to a target cumulative adjusted EPS. The minimum EPS Performance multiplier is 0% and the maximum EPS Performance multiplier is 200%. These shares represent the performance share units granted, assuming an EPS Performance multiplier of 100%.

4. This amount includes 827.6776 performance share units granted to the reporting person on August 12, 2019, as adjusted for previously declared and paid cash dividends. These PSUs vest one hundred percent on August 12, 2022, with an additional one year holding period (4 years total until settlement), subject to acceleration and cancellation upon the occurrence of certain events. Each performance share unit converts into the number of shares of common stock determined by applying the TSR multiplier to the number of units vesting on the third anniversary of the date of grant. The TSR multiplier is based on relative TSR performance versus peers over the three year vesting period. The peer group is the S&P Small Cap 600 Industrial Index, of which EnerSys is a member, and consists of approximately 100 companies. The minimum TSR multiplier is 0% and the maximum TSR multiplier is 200%. These shares represent the performance share units granted, assuming a TSR multiplier of 100%.

5. This amount includes 1,777.5557 unvested RSUs, in connection with the grant of RSUs on August 12, 2019, and adjusted for previously declared and paid cash dividends. One quarter of the RSUs granted vested on each of August 12, 2020, and August 12, 2021, and one quarter will vest on each of August 12, 2022 and August 12, 2023.

6. This amount includes 2,827.5478 unvested RSUs, in connection with the grant of RSUs on August 17, 2020, and adjusted for previously declared and paid cash dividends. These RSUs vested twenty-five percent on August 17, 2021, and twenty-five percent will vest on each of August 17, 2022, August 17, 2023, and August 17, 2024.

7. This amount includes 5,373.9602 unvested RSUs, in connection with the grant of RSUs granted to the reporting person on August 18, 2021, and adjusted for previously declared and paid cash dividends. These RSUs will vest twenty-five percent on each of August 18, 2022, August 18, 2023, August 18, 2024, and August 18, 2025.

8. 2,176 of these options will vest on August 12, 2022.

9. 1,646 of these options will vest on August 17, 2022, and 1,647 will vest on August 17, 2023.

10. One-third of these options will vest on each of August 16, 2022, August 16, 2023, and August 16, 2024.

Remarks:

	Karen J. Yodis, by Power of Attorney	04/05/2022
	** 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.

LIMITED POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitutes and appoints
each of Karen J. Yodis, John Yarbrough, and Joseph G. Lewis, signing
individually, as the undersigned's true and lawful attorney in fact to:

execute for and on behalf of the undersigned, in the undersigned's capacity as
an Officer of EnerSys (the "Company"), Forms 3, 4, and 5 in accordance with
Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

do and perform any and all acts for and on behalf of the undersigned which may
be necessary or desirable to obtain filing codes, complete and execute any such
Form 3, 4, or 5 and timely file such form with the United States Securities and
Exchange Commission and any stock exchange or similar authority; and

take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney in fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney in fact on behalf of the
undersigned pursuant to this Limited Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney in fact may approve in
such attorney in fact's discretion.

The undersigned hereby grants to each such attorney in fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney in fact, or such attorney
in fact's substitute or substitutes, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers herein granted.  The
undersigned acknowledges that the foregoing attorneys in fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934.
The undersigned hereby authorizes each such attorney-in-fact to file any
original or copy of this Limited Power of Attorney with any institution or
person or in any public office, including the United States Securities and
Exchange Commission.

I hereby revoke any and all Powers of Attorney executed by me prior to the date
of this Limited Power of Attorney that cover the subject matter set forth
herein.
This Limited Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings or transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys in fact.

Any provision of this Limited Power of Attorney judicially determined to be
unenforceable or invalid for any reason shall be entirely disregarded and such
determination shall not affect or impair the other provisions hereof.

IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to
be executed as of this 21st day of March, 2022.

Name:  Andrea J. Funk