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.
Aspasia Vahaviolos, a director of Mistras Group, Inc. (MG), reported an acquisition of common stock on 07/02/2025. The Form 4 shows 2,217,087 shares acquired at a reported price of $0, and lists total beneficial ownership of 6,105,650 shares following the transaction. The filing indicates no derivative securities were reported. The Form 4 was signed by an attorney-in-fact, Michael C. Keefe, on 09/10/2025. No additional transaction details or explanatory notes appear in the document.
Mistras Group insider disclosure: This Form 4 shows that a trust associated with Sotirios Vahaviolos completed a distribution of 4,685,578 shares of Mistras Group, Inc. (ticker MG) on 07/02/2025. The transaction is coded as a distribution (code G) at a price of $0, and the report shows 0 shares beneficially owned by the reporting trust after the distribution. The filing notes this distribution represented the final distribution and the trust was terminated. The Form 4 was signed by an attorney-in-fact for the trustee on 09/10/2025.
Mistras Group, Inc. (MG) director Aspasia Vahaviolos reported an initial beneficial ownership filing showing ownership of 3,888,563 shares of the company's common stock. The Form 3 discloses the reportable event date as 05/23/2025 and the filing was signed by an attorney-in-fact on 09/10/2025. The filing indicates the shares are directly owned and that this is an initial ownership statement for a company director.
Natalia Shuman-Fabbri, President and CEO and Director of Mistras Group, Inc. (MG), reported awards on 09/08/2025. The filing shows receipt of 25,000 restricted stock units that vest 100% on the first anniversary of the grant and 35,000 stock options granted with a $9.71 exercise price, exercisable beginning 09/08/2026 and expiring 09/07/2035. Following the transactions she beneficially owns 25,000 shares from the RSUs and 35,000 underlying shares from the options, all held in a direct ownership form. The form was signed by an attorney-in-fact on 09/09/2025.
Mistras Group granted equity awards to its CEO to align her interests with shareholders. On September 8, 2025, the Compensation Committee awarded Natalia Shuman 25,000 restricted stock units (RSUs) and options to purchase 35,000 shares. The RSUs vest in three equal annual installments beginning on the first anniversary of the grant and convert one-for-one into common stock upon vesting. The options have an exercise price of $9.71 (the September 8, 2025 NYSE closing price), become exercisable on or after September 8, 2026, and expire 10 years after the grant date, subject to standard exceptions for termination, death, or disability.
The committee noted Ms. Shuman received no equity at hire and that these awards follow eight months in her role. The Option Agreement and RSU Agreement are filed as exhibits.
Mistras Group, Inc. reported total revenue of $185.4 million for the quarter ended June 30, 2025, down from $189.8 million a year earlier, reflecting a 2.3% decline driven primarily by lower North America oil & gas activity and voluntary laboratory consolidations. Gross profit rose to $53.9 million from $51.3 million, lifting gross margin to 29.1% from 27.1%, while operating income fell to $8.4 million from $12.0 million. The company recorded net income of $3.1 million for the quarter; for the six months the company reported a small net loss of $42 thousand versus net income of $7.4 million in the prior year.
Total assets increased to $571.0 million and accounts receivable rose to $159.8 million, with unbilled revenue of $41.0 million at June 30, 2025. Debt outstanding totaled $189.4 million, and the company drew on its revolver during the period; management states it remains in compliance with its credit covenants and believes it can meet liquidity needs. The filing discloses an active environmental lawsuit in Arizona related to a Phoenix testing facility; remediation costs and penalties are considered probable but not yet estimable, representing a material uncertainty.