Mistras director receives 6,862-share stock award

PIZZI CHARLES P reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

PIZZI CHARLES P reported acquisition or exercise transactions in this Form 4 filing.

Mistras Group, Inc. director Charles P. Pizzi received an award of 6,862 shares of Common Stock as compensation for director fees. The shares were granted at a price of $0.00 per share, reflecting a non-cash equity award. After this grant, Pizzi directly holds 73,480 shares of Mistras Group common stock.

Insights

Equity Compensation Analyst

Routine equity grant increases director’s shareholdings with no cash transaction.

Director Charles P. Pizzi received 6,862 shares of Mistras Group, Inc. common stock as an award for director fees. The grant price of $0.00 per share indicates this is purely equity compensation, not a market purchase.

Following the award, Pizzi directly holds 73,480 shares, suggesting the transaction is modest relative to typical public company share counts. As a non-derivative, non-cash grant with no sales reported, this filing mainly updates ownership records and does not, by itself, signal a change in outlook.

Insider Trade Summary

Grant/Award: 6,862 shares

Grant/Award 1 txn

Insider PIZZI CHARLES P

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,862	$0.00	$0.00

Holdings After Transaction: Common Stock — 73,480 shares (Direct)

Footnotes (1)

1. F1. Transaction represents an award of stock for director fees.

Key Figures

Shares granted: 6,862 shares Grant price: $0.00 per share Shares owned after transaction: 73,480 shares +1 more

4 metrics

Shares granted 6,862 shares Common Stock award for director fees on May 19, 2026

Grant price $0.00 per share Equity award, non-cash compensation

Shares owned after transaction 73,480 shares Pizzi’s direct common stock holdings following grant

Transaction code A (Grant, award, or other acquisition) Non-derivative Common Stock transaction classification

Key Terms

Grant, award, or other acquisition, director fees, Common Stock, Form 4

4 terms

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

director fees financial

"Transaction represents an award of stock for director fees."

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Mistras Group (MG) report for Charles P. Pizzi?

Mistras Group reported that director Charles P. Pizzi received an equity award of 6,862 shares of common stock. The shares were granted as compensation for director fees, with a grant price of $0.00 per share, and represent a non-cash acquisition.

Was the Mistras Group (MG) Form 4 transaction a stock purchase or a grant?

The Form 4 shows a stock grant, not a market purchase. Charles P. Pizzi acquired 6,862 shares through a “Grant, award, or other acquisition” coded as A, at $0.00 per share, specifically described as an award of stock for director fees.

How many Mistras Group (MG) shares does Charles P. Pizzi own after this Form 4?

After the reported transaction, Charles P. Pizzi directly owns 73,480 shares of Mistras Group common stock. This total includes the new award of 6,862 shares granted for director fees, as reflected in the post-transaction holdings figure on the Form 4.

Does the Mistras Group (MG) Form 4 indicate any stock sales by Charles P. Pizzi?

The Form 4 does not report any stock sales by Charles P. Pizzi. It only shows an acquisition coded A for 6,862 common shares as a director fee award, with no corresponding sell transactions or dispositions in the summarized data.

What does transaction code A mean in the Mistras Group (MG) Form 4 filing?

Transaction code A in this Form 4 indicates a “Grant, award, or other acquisition.” For Charles P. Pizzi, it represents 6,862 shares of common stock received as an award for director fees, with no cash paid and a recorded price of $0.00 per share.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/21/2026 - 01:55 PM EDT Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

PIZZI CHARLES P

(Last) (First) (Middle)

C/O MISTRAS GROUP

195 CLARKSVILLE ROAD

(Street)

PRINCETON JUNCTION NEW JERSEY 08550

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Mistras Group, Inc. [ MG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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

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

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

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	05/19/2026		A		6,862(1)	A	$0	73,480	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

Explanation of Responses:

1. Transaction represents an award of stock for director fees.

	/s/ Laura A. Boswell, attorney-in-fact for Charles P. Pizzi	05/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)