Foglia Stephanie Athena 4

What Happened
Stephanie Athena Foglia, reported as a 10% owner and trustee of an irrevocable GRAT, disposed of 4,000 Mistras Group (MG) shares in four open-market/private sales in early 2026 and transferred 528,672 shares as a gift. The four sales were: 1,000 shares on 2026-01-05 at $13.60 ($13,600); 1,000 on 2026-02-03 at $14.60 ($14,600); 1,000 on 2026-03-03 at $15.50 ($15,500); and 1,000 on 2026-04-17 at $18.00 ($18,000) — total proceeds about $61,700. The 2026-04-27 entry shows a gift of 528,672 shares with no cash consideration.

Key Details

• Transaction dates and prices:
  • 2026-01-05: Sold 1,000 @ $13.60 = $13,600
  • 2026-02-03: Sold 1,000 @ $14.60 = $14,600
  • 2026-03-03: Sold 1,000 @ $15.50 = $15,500
  • 2026-04-17: Sold 1,000 @ $18.00 = $18,000
  • 2026-04-27: Gift of 528,672 shares @ $0.00
• Shares owned after transaction: not disclosed on the Form 4 filing.
• Footnotes:
  • F1: The sales represent ordinary-course annuity payments made by the 2025 Irrevocable Two-Year Grantor Retained Annuity Trust (GRAT).
  • F2: The reporting person is trustee for the GRAT, holds sole voting/disposition power over the GRAT shares, and disclaims beneficial ownership except for any pecuniary interest.
• Filing timeliness: The Form 4 reports transactions beginning 2026-01-05 but was filed 2026-06-04 (late filing).

Context

• The disposals were sales and a gift; sales can be routine (here tied to GRAT annuity payments per the footnote) and gifts do not necessarily indicate the insider’s view of the company’s prospects.
• As a 10% owner acting as trustee of a GRAT, these transactions reflect trust administration rather than an executive buying or selling based solely on company outlook.