Insider Report: Eric Neuman Acquires Multiple DTI Shares via RSUs and Distributions

Rhea-AI Filing Summary

Eric C. Neuman, a director of Drilling Tools International Corp (DTI), reported multiple acquisitions of DTI common stock and restricted stock units during 2024–2025. On 05/14/2024 he acquired 18,610 shares and 18,610 restricted stock units that vested immediately; on 09/13/2024 he acquired 28,204 shares; on 05/14/2025 he acquired 13,712 shares and 13,712 restricted stock units; on 06/06/2025 he acquired 38,417 shares; and on 09/12/2025 he acquired 21,768 shares. Several share receipts were the result of HHEP Directional, L.P.'s pro rata distributions of shares to its limited partners for no consideration. Following the reported transactions, Neuman beneficially owned 120,711 shares of common stock, held directly.

Positive

• Beneficial ownership increased to 120,711 shares as a result of multiple reported acquisitions
• Restricted stock units converted to shares with some RSUs vesting 100% on the grant date
• Several share receipts resulted from pro rata distributions by HHEP Directional, L.P. for no consideration

Negative

• None.

Insights

Financial Analyst

TL;DR: Director materially increased direct holdings through multiple no-cost distributions and vested restricted stock units.

The Form 4 shows progressive, non-cash acquisitions of common stock totaling increases on five reported dates between 05/14/2024 and 09/12/2025. Immediate vesting of certain restricted stock units on grant dates converted to shares, and several share additions were attributable to pro rata distributions from HHEP Directional, L.P. The reported beneficial ownership reached 120,711 shares. These entries are transactional disclosures; they do not include price-paid consideration for the distributed shares and therefore do not reflect market purchases or sales activity.

Corporate Governance Expert

TL;DR: Disclosure reflects director compensation and partner distributions, increasing disclosed direct ownership.

The filing documents restricted stock unit grants, vesting events, and pro rata distributions from an affiliated limited partnership as the sources of share increases. The restricted stock units are described as contingent rights to one share each, with specified vesting behavior: some vested 100% on grant date while others vest on the one-year anniversary. The Form 4 is a routine Section 16 disclosure providing transparency on insider holdings and changes.

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^*

Neuman Eric C

(Last) (First) (Middle)

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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2024

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	05/14/2024		M		18,610	A	$0	18,610	D
Common Stock	09/13/2024		J(1)		28,204	A	$0	46,814	D
Common Stock	05/14/2025		M		13,712	A	$0	60,526	D
Common Stock	06/06/2025		J(2)		38,417	A	$0	98,943	D
Common Stock	09/12/2025		J(3)		21,768	A	$0	120,711	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	(4)	05/14/2024		M			18,610	(5)	(5)	Common Stock	18,610	$0	0	D
Restricted Stock Units	(4)	05/13/2025		A		28,626		(6)	(6)	Common Stock	28,626	$0	28,626	D
Restricted Stock Units	(4)	05/14/2025		M			13,712	(7)	(7)	Common Stock	13,712	$0	0	D

Explanation of Responses:

1. 28,2024 shares of Drilling Tools International Corporation's ("DTI") common stock received as a result of HHEP Directional, L.P.'s pro rata distribution of shares to its limited partners for no consideration.

2. 38,417 shares of DTI's common stock received as a result of HHEP Directional, L.P.'s pro rata distribution of shares to its limited partners for no consideration.

3. 21,768 shares of DTI's common stock received as a result of HHEP Directional, L.P.'s pro rata distribution of shares to its limited partners for no consideration.

4. Each restricted stock unit represents a contingent right to receive one share of DTI's common stock.

5. The restricted stock units vested 100% on the grant date.

6. The restricted stock units vest 100% upon the one-year anniversary of the grant date.

7. The restricted stock units vested 100% upon the one-year anniversary of the grant date.

	/s/ Eric C. Neuman	09/16/2025
	** 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 transactions did Eric C. Neuman report for DTI on this Form 4?

He reported acquisitions of common stock on 05/14/2024 (18,610 shares), 09/13/2024 (28,204 shares), 05/14/2025 (13,712 shares), 06/06/2025 (38,417 shares), and 09/12/2025 (21,768 shares), plus restricted stock unit activity.

How many DTI shares does Eric C. Neuman beneficially own after these transactions?

The Form 4 reports that Neuman beneficially owned 120,711 shares of DTI common stock following the reported transactions.

Were any shares received for no consideration?

Yes. The filing explains that certain share receipts (28,204; 38,417; 21,768) were received as pro rata distributions from HHEP Directional, L.P.'s distributions to its limited partners for no consideration.

What is the nature of the restricted stock units (RSUs) reported?

Each restricted stock unit represents a contingent right to receive one share of DTI common stock; some RSUs vested 100% on the grant date while others vest 100% upon the one-year anniversary.

Is the reported ownership direct or indirect?

All reported ownership in the Form 4 is shown as direct (D) beneficial ownership.