HAJDIK LLOYD A 4

What Happened

• Lloyd A. Hajdik, Executive VP, Chief Financial Officer & Treasurer of Oil States International, received 28,471 shares on February 18, 2026, pursuant to performance-based restricted stock units (award code A). The award had no purchase price ($0.00 per share).
• On the same date, 12,057 of those shares were surrendered (disposition code F) to satisfy tax withholding obligations, at a reported per-share value of $9.43, resulting in a tax-withholding value of $113,698.
• This was an award/vesting event (not an open-market purchase or a sell for investment); such withholding of shares for taxes is a routine administrative step.

Key Details

• Transaction dates and prices:
  • 2026-02-18: Award of 28,471 shares @ $0.00 (acquired)
  • 2026-02-18: 12,057 shares surrendered for tax withholding @ $9.43 (disposed), total $113,698
• Shares owned after transaction: Not specified in the provided Form 4.
• Footnotes:
  • The 28,471 shares reflect RSUs earned under a cumulative EBITDA performance metric covering 1/1/2023–12/31/2025 (original RSUs granted 2/16/2023) and certified by the Compensation Committee (footnote F1).
  • The 12,057 shares were surrendered specifically to cover the tax liability incident to vesting (footnote F2).
• Filing timeliness: Filing date 2026-02-19 for transactions on 2026-02-18 — appears timely (no late filing indicated).

Context

• These were performance-based RSUs that vested after achievement of a three-year EBITDA target; the award itself is not a market buy or sell signal.
• The surrender of shares to satisfy taxes is common and should not be interpreted as a discretionary sale of additional shares for investment purposes.