Mistras Group (MG) director updates holdings after 2,150-share transaction

Rhea-AI Filing Summary

Mistras Group, Inc. director Charles P. Pizzi reported an equity transaction in company stock. On 12/04/2025, a Form 4 shows a transaction in 2,150 shares of common stock under transaction code G at a reported price of $0 per share, indicating no cash amount for this transfer in the table. After this activity, the filing lists Pizzi as directly owning 66,618 shares of Mistras Group common stock. This filing reflects a change in the director’s reported holdings rather than any change to the company’s operations or financial results.

Insider Trade Summary

2,150 shares gifted

Mixed 1 txn

Insider PIZZI CHARLES P

Role Director

Type	Security	Shares	Price	Value
Gift	Common Stock	2,150	$0.00	--

Holdings After Transaction: Common Stock — 66,618 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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 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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/04/2025

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 Stock	12/04/2025		G		2,150	D	$0	66,618	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:

	/s/ Michael C. Keefe, attorney-in-fact for Charles P. Pizzi	12/05/2025
	** 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.
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.

FAQ

What insider transaction was reported for Mistras Group (MG)?

A Form 4 reports that director Charles P. Pizzi was involved in a transaction in 2,150 shares of Mistras Group common stock on 12/04/2025.

What was the reported price for the 2,150 Mistras Group (MG) shares?

The table lists the 2,150 common shares with a reported transaction price of $0 per share.

How many Mistras Group (MG) shares does the reporting person own after the transaction?

Following the reported transaction, the Form 4 shows 66,618 shares of Mistras Group common stock owned directly by the reporting person.

What is the relationship of the reporting person to Mistras Group (MG)?

The filing identifies the reporting person as a director of Mistras Group, Inc..

Was the Mistras Group (MG) Form 4 filed for one person or a group?

The Form 4 indicates it is filed by one reporting person, not by a group.

Who signed the Mistras Group (MG) Form 4?

The Form 4 is signed "/s/ Michael C. Keefe, attorney-in-fact for Charles P. Pizzi" with a signature date of 12/05/2025.