Mistras Group (MG) chair uses 814 shares for tax-withholding disposition

Rhea-AI Filing Summary

Mistras Group Executive Chairman Manuel N. Stamatakis reported a tax-related share disposition. On March 4, 2026, he disposed of 814 shares of Mistras Group common stock at $15.68 per share through a tax-withholding transaction, not an open-market sale. After this filing, he directly holds 509,795 shares.

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).

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^*

Stamatakis Manuel N.

(Last) (First) (Middle)

C/O MISTRAS GROUP, INC.

195 CLARKSVILLE ROAD

(Street)

PRINCETON JUNCTION NJ 08550

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		F		814(1)	D	$15.68	509,795	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. Represents an award of restricted stock units that will vest 100% on the first anniversary date of the grant.

	/s/ Laura Boswell, attorney-in-fact for Manuel Stamatakis	03/10/2026
	** 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 insider transaction did Mistras Group (MG) report for Manuel N. Stamatakis?

Mistras Group reported that Executive Chairman Manuel N. Stamatakis disposed of 814 common shares in a tax-withholding transaction. This aligns with Form 4 code F, which reflects payment of tax liabilities by delivering securities rather than an open-market trade.

How many Mistras Group (MG) shares did the executive chairman dispose of and at what price?

Manuel N. Stamatakis disposed of 814 Mistras Group common shares at $15.68 per share. The transaction was recorded as a tax-withholding event, meaning the shares were used to satisfy tax obligations associated with equity compensation, not sold in the open market.

Did the Mistras Group (MG) insider sale involve an open-market transaction?

No, the filing classifies the transaction as a tax-withholding disposition under code F, not an open-market sale. Shares were delivered to cover tax liabilities tied to equity awards, so it does not represent a discretionary buy-or-sell decision in the market.

How many Mistras Group (MG) shares does Manuel N. Stamatakis hold after the transaction?

After the reported tax-withholding disposition, Manuel N. Stamatakis directly owns 509,795 Mistras Group common shares. This shows that the 814 shares used for tax withholding represent a small fraction of his disclosed direct ownership position in the company.

What does Form 4 code F mean in the Mistras Group (MG) insider filing?

Form 4 code F indicates payment of an exercise price or tax liability by delivering securities. In this case, 814 Mistras Group shares were disposed of to satisfy tax obligations, distinguishing it from an ordinary open-market sale or purchase of the company’s stock.

What role does Manuel N. Stamatakis hold at Mistras Group (MG)?

Manuel N. Stamatakis serves as Executive Chairman and director at Mistras Group. His Form 4 filing reflects activity in his personal holdings, specifically a tax-withholding disposition of 814 common shares while retaining direct ownership of 509,795 shares after the transaction.