Ezell Ryan Gillis 4

What Happened

• Ezell Ryan Gillis, Flotek Industries CEO and director, received awards/vested restricted stock units totaling 103,453 shares (grants priced $0.00) on 2026-02-24. On the same date 12,126 shares were disposed at $16.02 per share to satisfy tax withholding, generating proceeds/withholding of $194,259.
• The awards include a mix of restricted stock units and performance‑based restricted stock units (one of the recorded acquisitions is a derivative PRSU).

Key Details

• Transaction date: 2026-02-24; Form 4 filed 2026-02-26 (timely filing).
• Acquisitions (code A): 30,263 shares @ $0.00; 36,595 shares @ $0.00; 36,595 shares @ $0.00 (one of these noted as a derivative PRSU).
• Disposition (code F — tax withholding): 12,126 shares @ $16.02 = $194,259.
• Footnotes: 263 of the shares were acquired under the 2012 Employee Stock Purchase Plan (ESPP) and are exempt under Rule 16b‑3; some shares were awarded upon satisfaction of prior performance criteria; certain RSUs vest in three equal annual installments.
• Shares owned after the transactions: not specified in the provided filing.

Context

• The 12,126‑share disposition is reported as a tax withholding action (routine), not an open‑market sale for investment reasons. One award is a PRSU (performance‑based) that vests only if performance and continued‑employment conditions are met (half tied to Adjusted EBITDA targets for 2026–2027 with continued employment through 12/31/2028; half tied to relative total shareholder return vs. a Russell 2000 oil index measured through 12/31/2028).