Hill Christopher Scott 4

What Happened
Christopher Scott Hill, SVP & CFO of Core Laboratories, was granted a performance-based award covering 70,008 shares on February 12, 2026. The Form 4 reports the award as a derivative acquisition (code A) with an acquisition price of $0.00 — i.e., a compensatory grant, not a market purchase or sale.

Key Details

• Transaction date: February 12, 2026; Form filed February 17, 2026 (period of report: 2026-02-12).
• Award: 70,008 shares granted; acquisition price reported $0.00.
• Reported beneficial ownership after transaction: 70,067 shares (includes the unvested 70,008-share award plus 59 shares held in the company 401(k) plan that were inadvertently omitted from a prior Form 4).
• Vesting / performance terms (Performance Period: Jan 1, 2026–Dec 31, 2028):
  • Award vests (if at all) on December 31, 2028 based on Core Labs' percentile rank for Return on Invested Capital (ROIC) vs. a Bloomberg peer group.
  • 50% vests at the top 35th percentile; 100% vests at the top 55th percentile; 175% vests at or above the 85th percentile. Vesting between tiers is interpolated on a straight-line basis.
  • Any portion of vesting above 100% (up to the 175% maximum) is subject to a reduction by one-half if absolute total shareholder return (TSR) for the period is negative, as determined by the Compensation Committee.
  • The award survives certain termination events (death, disability, termination without cause, or retirement at age 62) and would vest on Dec 31, 2028 if conditions are met.
• Footnote correction: 59 shares in the 401(k) plan were previously omitted from an earlier Form 4 and are now included.

Context: This was a compensatory, performance-based restricted stock award (a derivative grant), not an open-market purchase or sale. The shares are unvested and contingent on multi-year performance metrics, so they do not represent immediately tradable stock.