Core Laboratories (CLB) CEO equity award vests at 116.5% of target

Rhea-AI Filing Summary

Core Laboratories Inc. (CLB) reported insider equity activity by its Chairman and CEO dated 12/31/2025. The filing shows the vesting and conversion of 180,722 performance shares into common stock at an exercise price of $0, reported under transaction code M, and the disposition of 112,681 common shares at a price of $16.03 per share, reported under code F. Following these transactions, the filing lists direct beneficial ownership amounts of 370,119 shares and 257,438 shares after the respective entries.

The performance shares were originally granted as restricted performance shares in February 2023. The company finished in the 68th percentile for return on invested capital versus a Bloomberg-defined peer group for the performance period ending December 31, 2025. As a result, the performance criteria were satisfied at 116.5% of the target award level, and that number of shares vested on December 31, 2025.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bruno Lawrence

(Last) (First) (Middle)

6316 WINDFERN ROAD

(Street)

HOUSTON TX 77040

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Core Laboratories Inc. /DE/ [ CLB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/31/2025		F		112,681	D	$16.03	257,438	D
Common Stock	12/31/2025		M		180,722	A	$0	370,119	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Shares	$0	12/31/2025		M			180,722	(1)	(1)	Common Stock	180,722	$0	0	D

Explanation of Responses:

1. These shares were awarded as restricted performance shares in February 2023, as disclosed in the Reporting Person's Form 4 filing on February 21, 2023. The Company finished in the 68th percentile of return on invested capital among the Bloomberg Peer Group at the conclusion of the performance period on December 31, 2025. Therefore, the performance criteria and requirements for vesting have been satisfied at 116.5% of the target award level, and such number of shares vested on December 31, 2025.

	/s/ Mark Tattoli, Attorney-in-Fact	01/05/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Core Laboratories (CLB) report on 12/31/2025?

The Chairman and CEO reported the vesting and conversion of 180,722 performance shares into common stock at an exercise price of $0, and the disposition of 112,681 common shares at $16.03 per share, both dated 12/31/2025.

How many Core Laboratories (CLB) shares did the insider report owning after these transactions?

The filing reports direct beneficial ownership of 370,119 common shares after the performance-share conversion transaction, and 257,438 common shares after the share disposition transaction.

What were the terms of the Core Laboratories (CLB) performance share award?

The insider’s shares were granted as restricted performance shares in February 2023, with vesting tied to Core Laboratories’ return on invested capital relative to a Bloomberg Peer Group over a performance period ending December 31, 2025.

How did Core Laboratories (CLB) perform against its peer group for this award?

Core Laboratories finished in the 68th percentile of return on invested capital compared with the Bloomberg Peer Group at the end of the performance period on December 31, 2025.

At what level did Core Laboratories (CLB) performance shares vest for this award?

The performance criteria were met at 116.5% of the target award level, and that number of performance shares vested on December 31, 2025.

What happened to the derivative (performance share) position in this Core Laboratories (CLB) filing?

The filing shows a derivative position titled Performance Shares with an exercise price of $0, and reports 180,722 underlying common shares and 0 derivative securities beneficially owned following the reported transaction.