Bruno Lawrence 4
4 · Core Laboratories Inc. /DE/ · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
Core Laboratories (CLB) CEO Bruno Lawrence Receives 204,340‑Share Award
What Happened
- Bruno Lawrence, Chairman and CEO of Core Laboratories (CLB), was granted 204,340 shares as a performance-based award (reported as a derivative acquisition) on February 12, 2026. The grant is reported at $0.00 per share (award/derivative), so no cash purchase was made.
- These shares are performance-vested and will only convert to common shares, if at all, at the end of the three‑year performance period on December 31, 2028, based on the company’s Return on Invested Capital (ROIC) versus a Bloomberg peer group and subject to a Total Shareholder Return (TSR) modifier.
Key Details
- Transaction date: 2026-02-12; Filing date: 2026-02-17 (Form 4 accession 0001193125-26-053588).
- Award size: 204,340 underlying shares; reported acquisition price: $0.00 (derivative award).
- Vesting: Dec 31, 2028, following performance period Jan 1, 2026–Dec 31, 2028.
- Performance vesting schedule (per footnote): 50% vests at top 35th percentile ROIC vs Bloomberg Peer Group; 100% vests at top 55th percentile; 175% vests at ≥85th percentile. Vesting is interpolated between these points.
- TSR modifier: Any portion of the award that would vest above 100% (up to the 175% max) will be reduced by half if absolute TSR for the period is negative.
- Survival/termination: Award survives termination for death, disability, termination without cause, or retirement at age ≥62; vesting (if any) occurs on 12/31/2028.
- Shares owned after transaction: Not specified in the publicly provided filing details.
- Transaction code: A = Award/Grant (derivative). No 10b5-1, tax‑withholding or late‑filing flag noted in the summary information provided.
Context
- This is a performance-based equity grant, not an open‑market purchase or sale; it represents potential future ownership contingent on multi-year performance goals. Such awards align executive compensation with long-term company performance rather than signaling immediate insider buying/selling.
Insider Transaction Report
Form 4
Bruno Lawrence
DirectorChairman and CEO
Transactions
- Award
Performance Shares
[F1][F2]2026-02-12+204,340→ 204,340 totalExercise: $0.00→ Common Stock (204,340 underlying)
Footnotes (2)
- [F1]This award vests following the conclusion of a three-year performance period that began on January 1, 2026 and ends on December 31, 2028 (the "Performance Period"). This award survives termination of employment due to death, disability, termination by the Company without cause or retirement by the employee upon having reached 62 years of age. In all cases, the shares will vest, if at all, on December 31, 2028, following the conclusion of the Performance Period as follows: 50% of the award will vest if the Company is in the top 35th percentile of Return on Invested Capital ("ROIC") among the Bloomberg Peer Group ("BPG"), 100% of the award will vest if the Company is in the top 55th percentile of ROIC among the BPG, and 175% of the award will vest if the Company is at or above the 85th percentile of ROIC among the BPG, as measured and determined by the Compensation Committee at the end of the Performance Period.
- [F2]The number of common shares vesting pursuant to the award will be interpolated on a straight-line basis between the 35th and 55th percentile of ROIC (equivalent to 50% up to 100% of the award) and again between the 55th and 85th percentile of ROIC (equivalent to 100% up to 175% of the award). The number of common shares that could vest over 100% of the award up to the maximum of 175% of the award, if any, will be reduced by one-half if absolute total shareholder return for the Performance Period is negative, as measured and determined by the Compensation Committee at the end of the Performance Period.
Signature
/s/ Mark Tattoli, Attorney-in-Fact|2026-02-17