Drilling Tools (DTI) CEO Receives 284,360 Restricted Stock Units

Rhea-AI Filing Summary

Robert Wayne Prejean, the Chief Executive Officer and a director of Drilling Tools International Corporation (DTI), was granted 284,360 Restricted Stock Units (RSUs) on 02/19/2025. Each RSU represents a contingent right to one share of DTI common stock and the RSUs vest in substantially equal installments on each of the first four anniversaries of the grant date. The report shows 284,360 shares beneficially owned following the transaction and lists the price as $0 for the award. The Form 4 is signed by Prejean on 09/15/2025.

Positive

• Grant documented: Award of 284,360 Restricted Stock Units to CEO/director Robert Wayne Prejean
• Clear vesting schedule: RSUs vest in substantially equal installments on each of the first four anniversaries of the grant date
• Beneficial ownership disclosed: 284,360 shares reported as beneficially owned following the transaction

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CEO/director received a time‑based equity award of 284,360 RSUs vesting over four years.

The filing documents a sizable grant of restricted stock units to the company’s Chief Executive Officer, indicating a multi‑year vesting schedule that is time‑based rather than performance‑contingent, per the disclosure. For stakeholders, this clarifies the form and timing of executive compensation awarded on 02/19/2025 and the immediate reported beneficial ownership of 284,360 shares. The filing contains no additional compensation terms or performance conditions beyond the vesting schedule.

Executive Compensation Analyst

TL;DR: A grant of 284,360 RSUs was made to the CEO, with equal vesting across four anniversaries.

The record shows an award priced at $0, consistent with a standard restricted stock unit grant rather than a purchase. The vesting in substantially equal installments over four years is specified, but there is no detail on tax treatment, forfeiture conditions, or whether the grant replaces or supplements prior awards. The filing is limited to the grant disclosure and the resulting beneficial ownership count.

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

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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).

1. Name and Address of Reporting Person^*

Prejean Robert Wayne

(Last) (First) (Middle)

C/O DRILLING TOOLS INTERNATIONAL CORP.

10370 RICHMOND AVENUE, SUITE 1000

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Drilling Tools International Corp [ DTI ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2025

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

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
Restricted Stock Units	(1)	02/19/2025		A		284,360		(2)	(2)	Common Stock	284,360	$0	284,360	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Drilling Tools International Corporation's common stock.

2. The Restricted Stock Units vest in substantially equal installments on each of the first four (4) anniversaries of the grant date.

	/s/ Robert Wayne Prejean	09/15/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Robert Wayne Prejean receive according to the Form 4 for DTI?

He was granted 284,360 Restricted Stock Units (RSUs), each representing a contingent right to one share of DTI common stock.

When was the RSU grant to Prejean executed?

The transaction date shown on the Form 4 is 02/19/2025.

How and when do the RSUs vest?

The RSUs vest in substantially equal installments on each of the first four anniversaries of the grant date.

How many shares does Prejean report as beneficially owned after the grant?

The Form 4 reports 284,360 shares beneficially owned following the reported transaction.

What price is listed for the RSU award on the Form 4?

The price for the award is listed as $0, consistent with a restricted stock unit grant.

When did Prejean sign the Form 4 filing?

The signature date on the Form 4 is 09/15/2025.