Executive chair at Mistras Group (MG) awarded 86,310 shares

Rhea-AI Filing Summary

Mistras Group, Inc. Executive Chairman Manuel N. Stamatakis reported an acquisition of common stock through an equity award. On the reported date, he received 86,310 shares of Mistras Group common stock at a stated price of $0.00 per share, described as a grant or award rather than an open-market purchase. Following this transaction, his directly held common stock ownership increased to 510,609 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)
02/25/2026

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	02/25/2026		A		86,310	A	$0	510,609	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:

Remarks:

(1) Represents an award of restricted stock units for payment of a performance award earned, which vest 25% on December 31 in 2026, 2027, 2028 and 2029.

	/s/ Laura Boswell, attorney-in-fact for Manuel Stamatakis	03/03/2026
	** 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.
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FAQ

What insider transaction did MG executive Manuel N. Stamatakis report?

Manuel N. Stamatakis reported acquiring 86,310 shares of Mistras Group common stock. The shares were granted to him as a stock award at a stated price of $0.00 per share, increasing his directly held stake to 510,609 shares after the transaction.

Was the MG insider transaction a market purchase or a stock grant?

The MG insider transaction was a stock grant, not a market purchase. Manuel N. Stamatakis received 86,310 common shares at a stated price of $0.00 per share, described as a grant, award, or other acquisition under the Form 4 transaction code A.

How many MG shares does Manuel N. Stamatakis own after this Form 4?

After this Form 4 transaction, Manuel N. Stamatakis directly owns 510,609 shares of Mistras Group common stock. This total reflects the addition of 86,310 shares acquired through a grant or award, as reported in the non-derivative transaction section of the filing.

What role does the reporting person in this MG Form 4 hold?

The reporting person in this MG Form 4, Manuel N. Stamatakis, serves as Executive Chairman and is also a director of Mistras Group, Inc. His position is disclosed in the filing along with the details of the equity award of 86,310 common shares.

What transaction code was used in the MG Form 4 and what does it mean?

The MG Form 4 uses transaction code A for the reported event. Code A indicates a grant, award, or other acquisition of securities, meaning the 86,310 common shares were received as an equity award, not bought or sold on the open market.