Mistras Group (MG) CEO granted 101,190 new Common Stock shares

Rhea-AI Filing Summary

Mistras Group, Inc. reported that President and CEO Natalia Shuman-Fabbri acquired a grant of 101,190 shares of Common Stock on February 25, 2026. The shares were awarded at a stated price of $0.00 per share, bringing her direct holdings to 126,190 shares after the transaction.

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^*

SHUMAN-FABBRI NATALIA

(Last) (First) (Middle)

C/O MISTRAS GROUP

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)
	President and CEO

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		101,190	A	$0	126,190	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 Natalia Shuman-Fabbri	03/06/2026
	** 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).
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FAQ

What insider transaction did Mistras Group (MG) disclose for Natalia Shuman-Fabbri?

Mistras Group disclosed that President and CEO Natalia Shuman-Fabbri received a grant of 101,190 shares of Common Stock. This acquisition was reported as a grant or award transaction and increased her directly held stake in the company to 126,190 shares following the award.

Was the Mistras Group (MG) CEO stock transaction a purchase or an award?

The transaction for Mistras Group’s CEO was an award, not an open-market purchase. It is coded as a grant or award acquisition, with 101,190 Common Stock shares issued at a stated price of $0.00 per share to Natalia Shuman-Fabbri.

How many Mistras Group (MG) shares does the CEO hold after this Form 4?

After the reported grant, President and CEO Natalia Shuman-Fabbri directly holds 126,190 shares of Mistras Group Common Stock. This total reflects the addition of 101,190 awarded shares, as disclosed in the Form 4 insider transaction filing.

What is the transaction code and meaning in this Mistras Group (MG) Form 4?

The Form 4 lists transaction code “A,” described as a grant, award, or other acquisition. For Mistras Group, this means the CEO received 101,190 Common Stock shares as an equity award rather than buying them in the market or disposing of existing holdings.

Does the Mistras Group (MG) CEO hold these awarded shares directly or indirectly?

The Form 4 indicates the CEO’s ownership as direct, using code “D” for direct ownership. Following the 101,190-share award transaction, Natalia Shuman-Fabbri directly owns 126,190 shares of Mistras Group Common Stock, with no indirect ownership nature specified in the filing.