Bentham Michael 4

What Happened

Michael Bentham, Principal Accounting Officer of Expro Group Holdings N.V. (XPRO), was granted 13,980 restricted stock units (RSUs) on February 22, 2026. The RSUs were reported as an award (acquisition at $0.00). In connection with vesting, the company withheld 3,649 vested shares to satisfy tax withholding obligations at a withholding price of $17.79 per share (total value withheld ≈ $64,916).

Key Details

• Transaction date(s): February 22, 2026 (filed February 24, 2026).
• Award: 13,980 RSUs granted (reported as A; acquisition price $0.00).
• Tax withholding: 3,649 shares withheld (reported as F) at $17.79/share = $64,916.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnotes of note:
  • RSUs granted under the 2022 Long-Term Incentive Plan; each RSU converts to one common share upon vesting. (F1)
  • Withheld shares were used to satisfy tax obligations; withholding amount based on closing price on Feb 20, 2026. (F2)
  • Vesting schedule detail: includes 2,248 RSUs vesting Feb 24, 2026; 2,804 RSUs vesting Feb 22, 2027; and 10,956 RSUs vesting 50% Feb 22, 2027 and 50% Feb 22, 2028. (F3)

Context

This filing reflects a compensation award (RSUs) and routine tax withholding—common for executive equity grants—not an open-market sale or purchase. RSUs are contingent rights that convert to shares only upon vesting per the schedule above. The withheld shares represent a cashless method to cover tax liabilities and should not be interpreted as a discretionary sale indicating trading sentiment. The Form 4 was filed two days after the transaction date, consistent with typical SEC reporting timing.