Welcome to our dedicated page for Mistras SEC filings (Ticker: MG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
MISTRAS Group, Inc. filings document financial reporting, governance, compensation, and material events for an industrial asset integrity and testing company. Form 8-K reports include quarterly and annual results releases and reconciliations for non-GAAP measures such as Adjusted EBITDA, free cash flow, net debt, income from operations before special items, and diluted EPS excluding special items.
Proxy materials describe annual shareholder voting matters, including director elections, auditor ratification, amendments to the company's long-term incentive plan, and advisory executive-compensation votes. Other event filings cover executive officer compensation arrangements, restricted stock units, stock options, common-stock issuance mechanics, vesting terms, and board compensation committee approvals.
Mistras Group EVP & Chief Operating Officer Hammad Hanei Wail reported mixed equity transactions in company stock. On February 25, 2026, he acquired 29,762 shares of common stock at a price of $0.0000 per share as a grant or award. A footnote explains this represents restricted stock units earned from a performance award that will vest on December 31 in 2026, 2027, 2028 and 2029. Following this grant, his directly owned stake increased to 88,357 shares. The filing also reports a prior disposition to the issuer on March 25, 2025, where 6,384 shares of common stock were surrendered at $10.7900 per share, leaving 58,595 shares directly owned after that transaction.
Coggins Eileen Mary reported acquisition or exercise transactions in this Form 4 filing.
Mistras Group, Inc. executive Eileen Mary Coggins, EVP and General Counsel, reported an equity compensation award in the form of 7,242 shares of common stock. The award represents restricted stock units earned from a performance award and was granted at a price of $0.00 per share. These units vest in four equal installments of 25% each on December 31 of 2026, 2027, 2028 and 2029. Following this grant, Coggins directly holds a total of 22,242 shares of Mistras Group common stock.
Mistras Group reported mixed but margin-focused results for Q4 and full-year 2025. Fourth-quarter revenue was $181.5 million, up 5.1%, with gross margin improving to 28.4%. Net income was $3.9 million, or $0.12 per diluted share, while Adjusted EBITDA reached a record $24.8 million, up 18.2% with a 13.7% margin.
For 2025, revenue was $724.0 million, slightly below 2024, but gross margin rose to 28.2%. Net income was $16.8 million, or $0.53 per diluted share, versus $19.0 million and $0.60 a year earlier, while record Adjusted EBITDA increased 10.5% to $91.1 million with a 12.6% margin.
Operating cash flow declined to $33.0 million and free cash flow to $3.8 million, mainly from higher receivables and capital spending. Gross debt was $178.0 million and net debt $150.0 million, with a bank leverage ratio of about 2.5x, below the 3.75x maximum. The company recorded $12.7 million of 2025 reorganization and other costs and highlighted plans to keep investing in higher-return, technically differentiated opportunities in 2026.
Mistras Group EVP and Chief Commercial Officer Gennaro A. D'Alterio reported equity compensation and related tax transactions. On February 25, 2026, he received a grant of 19,905 shares of common stock. On February 28, 2026, 655 and 862 shares were disposed of to cover tax withholding, leaving direct holdings just under 48,000 shares after these movements.
Mistras Group, Inc. disclosed an initial statement of beneficial ownership on Form 3 for the 2025 Irrevocable Two-Year Grantor Retained Annuity Trust of Aspasia F. Vahaviolos, which is identified as a more than 10% owner. The trust reports direct ownership of 5,251,358 shares of common stock following the reported position. The filing does not show any new buy or sell transaction, but rather records the trust’s existing holdings as of the reporting date.
Mistras Group, Inc. major shareholder Aspasia Felice Vahaviolos reported a bona fide gift of 5,251,358 shares of common stock at no stated price per share. After this gift transfer, she directly owns 854,292 Mistras Group common shares.
Mistras Group Executive Chairman and director Manuel Stamatakis reported an equity grant from the company. On 01/02/2026, he acquired 40,000 shares of common stock at a price of $0, reported as an award of restricted stock units that will vest 100% on the first anniversary of the grant date. Following this transaction, he beneficially owns 424,299 shares of Mistras Group common stock in direct ownership. This Form 4/A is described as an amendment filed solely to correct an administrative error on the signature line, with no change to the reported award terms.
Mistras Group, Inc. senior executive and CFO Edward Prajzner reported a routine insider transaction involving company common stock. On 01/05/2026, 2,699 shares were disposed of at $12.65 per share under transaction code F, which indicates shares withheld to cover taxes. A footnote explains these shares were retained by the company to pay tax liabilities arising from the vesting of restricted stock units, rather than an open-market sale.
Following this tax-withholding event, Prajzner beneficially owns 119,021 shares of Mistras Group common stock directly. The document is filed as an amendment, which states it was submitted solely to correct an administrative error on the earlier signature line, with no change to the underlying transaction details.
Mistras Group, Inc. reported an insider equity transaction by its Senior Executive Vice President and Chief Financial Officer. On 01/05/2026, the officer had 2,699 shares of common stock withheld at a price of $12.65 per share to cover tax obligations arising from the vesting of restricted stock units. This did not represent an open-market sale.
Following this tax-withholding transaction, the reporting officer beneficially owned 119,021 shares of Mistras Group common stock, held directly.
Mistras Group, Inc. insider Manuel N. Stamatakis, a director and Executive Chairman, reported receiving an equity grant in the form of restricted stock units. On 01/02/2026, he was awarded 40,000 shares of common stock at a stated price of $0, increasing his beneficial ownership to 424,299 shares held directly.
The filing explains that this grant is an award of restricted stock units that will vest 100% on the first anniversary of the grant date, meaning the units are subject to a one-year vesting period before fully settling into shares.