Drilling Tools (NYSE: DTI) VP gets new RSUs and PSUs grant

Rhea-AI Filing Summary

Drilling Tools International Corp Vice President of Sales Aldo Rodriguez reported equity compensation awards and an option-related share delivery. On February 27, 2026, he was granted 21,430 restricted stock units (RSUs) and 64,291 performance stock units (PSUs) under the 2023 Omnibus Incentive Plan and the 2026 long-term incentive program.

The RSUs vest in substantially equal installments over three years, subject to continued service. The PSUs can convert into common stock based on EBITDA performance over a three-year period, with payout ranging from 50% of target at threshold to 200% at maximum achievement.

On February 28, 2026, Rodriguez settled 25,500 RSUs into an equal number of common shares at a stated price of $0.00 per share, increasing his direct common stock holdings to 135,987 shares. Following these awards, he directly holds RSUs and PSUs representing additional potential common stock, with all shares subject to his stock options now vested.

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^*

Rodriguez Aldo

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Vice President of Sales

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/28/2026		M		25,500	A	$0	135,987	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
Restricted Stock Units	(1)	02/28/2026		M			25,500	(2)	(2)	Common Stock	25,500	$0	76,500	D
Restricted Stock Units	(1)	02/27/2026		A		21,430		(3)	(3)	Common Stock	21,430	$0	21,430	D
Performance Stock Units	(4)	02/27/2026		A		64,291		(5)	(5)	Common Stock	64,291	$0	64,291	D
Stock Option (Right to Buy)	(6)							(6)	(6)	Common Stock	(6)		330,000	D
Stock Option (Right to Buy)	(7)							(7)	(7)	Common Stock	(7)		132,375	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Drilling Tools International Corp's (the "Company") common stock.

2. The RSUs vest in substantially equal installments on each of the first four (4) anniversaries of the grant date, February 28, 2025.

3. On February 27, 2026, the reporting person was granted 21,430 RSUs under the Company's 2023 Omnibus Incentive Plan, as may be amended from time to time (the "Plan"), pursuant to the 2026 long-term incentive program approved by the Board of Directors (the "2026 LTIP"). The RSUs vest in substantially equal installments on each of the first three (3) anniversaries of the grant date, subject to continued service.

4. Each performance stock unit ("PSU") represents a contingent right to receive one share of the Company's common stock.

5. On February 27, 2026, the reporting person was granted 64,291 PSUs under the Plan, pursuant to the 2026 LTIP. The PSUs are subject to the achievement of performance conditions based on EBITDA, weighted at 100%, with annual reset over a three-year performance vesting period. Achievement at threshold results in a 50% payout opportunity, while achievement at maximum results in a 200% payout opportunity.

6. Two-thirds (2/3) of the stock options have vested in substantially equal installments on each of the first two (2) anniversaries of the grant date, with the remaining one-third (1/3) scheduled to vest on the third (3rd) anniversary of the grant date, February 14, 2024.

7. All shares of common stock subject to the stock options are vested.

	/s/ Aldo Rodriguez	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity awards did DTI executive Aldo Rodriguez receive?

Aldo Rodriguez received 21,430 RSUs and 64,291 PSUs on February 27, 2026. Both awards were granted under Drilling Tools International’s 2023 Omnibus Incentive Plan as part of the 2026 long-term incentive program approved by the Board of Directors.

How do the new DTI RSUs granted to Aldo Rodriguez vest?

The new 21,430 RSUs vest in substantially equal installments over three years. Vesting occurs on each of the first three anniversaries of the February 27, 2026 grant date, and is conditioned on Rodriguez’s continued service with Drilling Tools International.

What performance conditions apply to DTI’s 64,291 PSUs granted to Rodriguez?

The 64,291 PSUs are tied to EBITDA-based performance over a three-year period. Threshold performance earns a 50% payout opportunity, while maximum performance allows up to a 200% payout, all measured under Drilling Tools International’s 2026 long-term incentive program.

Did Aldo Rodriguez buy or sell DTI shares on the open market?

No open-market purchases or sales were reported. Rodriguez exercised 25,500 RSUs into common stock at a stated price of $0.00 per share, reflecting equity compensation settlement rather than discretionary market trading in Drilling Tools International stock.

How many DTI common shares does Aldo Rodriguez hold after these transactions?

After these transactions, Aldo Rodriguez directly holds 135,987 shares of Drilling Tools International common stock. He also holds additional RSUs and PSUs that may convert into more shares in the future, subject to time-based vesting and EBITDA performance conditions.

What does the filing say about Aldo Rodriguez’s stock options at DTI?

The filing notes that all shares of common stock subject to his stock options are vested. This means vesting conditions on those options have been satisfied, although the remaining stock option position in this specific report reflects no underlying shares outstanding.