Bristow Group Inc.·4

Feb 27, 8:50 PM ET

Stavley Stuart 4

4 · Bristow Group Inc. · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Bristow (VTOL) COO Stavley Stuart Sells Shares, Exercises Options

What Happened

  • Stavley Stuart, COO of Bristow Group Inc. (offshore energy services), had performance-based stock units vest on Feb 25, 2026 and sold shares in open-market trades on Feb 27, 2026. He received 26,781 shares from vested PSUs (11,255 + 15,526) at a value of $46.71 each (total ~$1,250,940).
  • On Feb 27 he exercised or converted derivative securities for 10,000 shares at a $15.76 strike (cost/value reported $157,600) and executed multiple open-market sales totaling 24,908 shares for aggregate proceeds of about $1,171,056. The filing also reports a derivative conversion/disposition of 10,000 units at $0 (related to option/derivative conversion).

Key Details

  • Transaction dates: awards vested Feb 25, 2026; option exercise and open-market sales on Feb 27, 2026.
  • Awarded/vested: 26,781 shares (Cash ROIC PSUs and RTSR PSUs) at $46.71 each = $1,250,940.
  • Option exercise: 10,000 shares acquired at $15.76 = $157,600.
  • Sales: ~24,908 shares sold in multiple trades on Feb 27 for aggregate proceeds ≈ $1,171,056 (reported per-lot weighted averages; see footnotes for price ranges).
  • Footnotes: F1–F2 confirm these were performance-based PSUs that vested upon Board approval; F3–F8 note weighted-average sale prices and provide the ranges of actual sale prices; F9 references an older option grant.
  • Shares owned after the transactions are not specified in the provided filing. Filing date is Feb 27, 2026 (covers Feb 25–27 transactions).

Context

  • The awards were performance-based PSUs that vested after satisfaction of performance criteria — these are compensation-related acquisitions, not open-market purchases.
  • The filing shows a mix of compensation-related acquisitions (vested PSUs and an option exercise) and open-market sales (liquidity). Exercise at a $15.76 strike followed by market sales at ~$46–48 can be a routine cashless/monetization step for exercised shares; the filing does not state motivations.
  • All items are factual disclosures required by SEC Form 4; no implication should be drawn about future company performance.

Insider Transaction Report

Form 4
Period: 2026-02-25
Stavley Stuart
COO, Offshore Energy Services
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-25$46.71/sh+11,255$525,72185,172 total
  • Award

    Common Stock

    [F2]
    2026-02-25$46.71/sh+15,526$725,219100,698 total
  • Exercise/Conversion

    Common Stock

    2026-02-27$15.76/sh+10,000$157,600110,698 total
  • Sale

    Common Stock

    [F3]
    2026-02-27$46.46/sh4,800$223,009105,898 total
  • Sale

    Common Stock

    [F4]
    2026-02-27$47.20/sh4,700$221,834101,198 total
  • Sale

    Common Stock

    [F5]
    2026-02-27$48.32/sh500$24,162100,698 total
  • Sale

    Common Stock

    [F6]
    2026-02-27$46.52/sh5,576$259,37695,122 total
  • Sale

    Common Stock

    [F7]
    2026-02-27$47.22/sh7,132$336,77487,990 total
  • Sale

    Common Stock

    [F8]
    2026-02-27$48.14/sh2,200$105,90185,790 total
  • Exercise/Conversion

    Employee Stock Option (Right to Buy)

    [F9]
    2026-02-2710,0000 total
    Exercise: $15.76Exp: 2030-06-17Common Stock (10,000 underlying)
Footnotes (9)
  • [F1]Represents shares of common stock that vested on February 25, 2026 upon the approval of the Issuer's Board of Directors (the "Board") of the satisfaction of performance criteria underlying an award of Cash Return on Invested Capital performance-based stock units ("Cash ROIC PSUs") granted to the Reporting Person on March 10, 2023 under the terms of the Issuer's 2021 Equity Incentive Plan (the "Plan").
  • [F2]Represents shares of common stock that vested on February 25, 2026 upon the approval of the Board of the satisfaction of performance criteria underlying an award of Relative Total Stockholder Return performance-based stock units ("RTSR PSUs") granted to the Reporting Person on March 10, 2023 under the terms of the Plan.
  • [F3]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $45.92 to $46.78, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F4]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $46.9250 to $47.8200, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F5]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $48.1900 to $48.5250, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F6]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $45.9200 to $46.9150, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F7]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $46.93 to $47.90, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F8]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions on February 27, 2026 at prices ranging from $47.99 to $48.19, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
  • [F9]These options granted on June 17, 2020 vest in full on June 12, 2023, subject to continuous service of the reporting person as of such vesting date.
Signature
/s/ Justin D. Mogford, attorney-in-fact for Stuart Stavley|2026-02-27

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT