Flotek (FTK) Insider Filing: Large Sale and Option Vesting Detailed

Rhea-AI Filing Summary

Ryan G. Ezell, Chief Executive Officer and director of Flotek Industries, Inc. (FTK), reported multiple transactions on 08/14/2025 that changed his holdings in common shares and stock options. The filing shows a sale of 87,187 common shares at $12.26, and prior to that two option-related acquisitions recorded as 62,881 shares at $3.28 and 24,306 shares at $8.64. After these transactions his beneficial ownership of common shares is reported as 156,855 shares. The filing also notes acquisition of 604 shares under the 2012 Employee Stock Purchase Plan, and explains vesting dates for the options.

Positive

• Disclosure completeness: The Form 4 provides transaction dates, prices, amounts, post-transaction holdings, and vesting explanations.
• ESPP participation: Acquisition of 604 shares under the 2012 Employee Stock Purchase Plan is reported and noted as exempt under Rule 16b-3.
• Option vesting transparency: Vesting dates and percentages for the reported options are explicitly disclosed.

Negative

• Large sale disclosed: Sale of 87,187 shares at $12.26 materially reduced the reporting person's common share holdings to 156,855 shares.
• Concentration risk implied: Significant insider sale may change insider ownership concentration, as shown by the post-transaction holding.

Insights

Securities Analyst

TL;DR: Insider sold a sizable block and simultaneously recorded option/ESPP-related acquisitions, leaving him with 156,855 common shares.

The reported sale of 87,187 shares at $12.26 is material relative to the insider's reported post-transaction holding and represents a significant disposition on the filing date. Concurrently, the Form 4 documents option-related acquisitions (62,881 at $3.28 and 24,306 at $8.64) and a small ESPP purchase of 604 shares. The disclosure also provides vesting schedules for the options, indicating recent vesting activity that generated exercisable shares. For investors, the filing documents both cash proceeds from a large sale and increases in exercised/vested option-derived holdings.

Corporate Governance Expert

TL;DR: CEO-level insider activity combines a substantial sale with option vesting and ESPP purchases, all properly disclosed on Form 4.

The Form 4 identifies the reporting person as both CEO and director and includes checkboxes indicating the filing is by a single reporting person. The explanations state which portions of options vested (75% vested May 16, 2025; remaining 25% July 29, 2025; and prior options fully vested March 7, 2024). The ESPP acquisition is noted as exempt under Rule 16b-3. The filing appears to follow required disclosure conventions and supplies necessary vesting and exemption details for auditability and compliance review.

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

OMB Number:			3235-0287
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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^*

Ezell Ryan Gillis

(Last) (First) (Middle)

5775 N. SAM HOUSTON PARKWAY W.

STE 400

(Street)

HOUSTON TX 77086

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLOTEK INDUSTRIES INC/CN/ [ FTK ]

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)
08/14/2025

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 Shares	08/14/2025		G		7,495	D	$0	156,855(1)	D
Common Shares	08/14/2025		M		62,881	A	$3.28	219,736	D
Common Shares	08/14/2025		M		24,306	A	$8.64	244,042	D
Common Shares	08/14/2025		S		87,187	D	$12.26	156,855	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
Stock Option	$3.28	08/14/2025		M			62,881	(2)	12/05/2033	Common Shares	62,881	$0	0	D
Stock Option	$8.64	08/14/2025		M			24,306	(3)	04/19/2031	Common Shares	24,306	$0	0	D

Explanation of Responses:

1. Includes 604 shares Dr. Ezell acquired under Flotek Industries, Inc. 2012 Employee Stock Purchase plan for the three month period commencing April 1, 2025. This transaction is exempt under both Rule 16b-3(d) and Rule 16b-3(c).

2. 75% of the options vested on May 16, 2025 and the remaining 25% vested on July 29, 2025.

3. 100% of the options vested on March 7, 2024.

	/s/ Ryan G. Ezell	08/15/2025
	** 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.
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FAQ

What transactions did FTK CEO Ryan G. Ezell report on the Form 4?

The Form 4 reports a sale of 87,187 common shares at $12.26, acquisitions tied to stock options of 62,881 shares at $3.28 and 24,306 shares at $8.64, plus an ESPP purchase of 604 shares on 08/14/2025.

How many shares does Ryan G. Ezell beneficially own after the reported transactions (FTK)?

Following the reported transactions, the Form 4 lists 156,855 common shares as beneficially owned by the reporting person.

Were any option vesting details provided in the Form 4 for FTK?

Yes. The filing states 75% of certain options vested on May 16, 2025 with the remaining 25% vesting on July 29, 2025, and that another option grant was 100% vested on March 7, 2024.

Is the ESPP transaction in the Form 4 exempt from short-swing trading rules?

The filing explains the ESPP acquisition of 604 shares is exempt under both Rule 16b-3(d) and Rule 16b-3(c).

What prices were reported for the insider transactions in the FTK Form 4?

Reported prices are: $12.26 for the share sale, and option-related entries at implied prices of $3.28 and $8.64 as shown in the table.