[Form 4] MIND TECHNOLOGY, INC Insider Trading Activity

Rhea-AI Filing Summary

William H. Hilarides, a director of Mind Technology, Inc. (MIND), reported the acquisition of 30,000 stock options on 10/06/2025. The options have an exercise price of $8.64 and expire on 10/06/2035. The grant is exercisable over three vesting dates: one‑third on 10/06/2026, one‑third on 10/06/2027, and the final one‑third on 10/06/202830,000 underlying shares are beneficially owned and the position is held directly. The form was signed by an attorney‑in‑fact on 10/08/2025. No cash price paid at grant other than the stated strike is indicated.

Positive

• Long‑dated alignment: Options expire on 10/06/2035, promoting multi‑year alignment with shareholders.
• Structured vesting: One‑third vests on 10/06/2026, 10/06/2027, and 10/06/2028, supporting retention.

Negative

• Potential dilution: 30,000 underlying shares could increase share count if exercised.
• Out‑of‑the‑money risk: Exercise depends on market price rising above the $8.64 strike before 10/06/2035.

Insights

Corporate Governance Analyst

Director received standard long‑term equity incentive: 30,000 options vesting over three years.

The options granted carry a $8.64 exercise price and a 2035 expiration, creating a long time horizon for potential alignment between the director and shareholders. Vesting occurs in three equal installments on 10/06/2026, 10/06/2027, and 10/06/2028, which links retention to multi‑year service.

Key dependencies are the company’s future share price relative to the $8.64 strike and the usual dilution mechanics when options are exercised; monitor outstanding share count disclosures and future equity compensation filings over the next 3 years for material impact.

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

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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^*

Hilarides William Hunter

(Last) (First) (Middle)

10710 OX CROFT CT

(Street)

FAIRFAX STATION VA 22039

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MIND TECHNOLOGY, INC [ MIND ]

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)
10/06/2025

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

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
Option to Purchase Common Stock	$8.64	10/06/2025		A		30,000		(1)	10/06/2035	MII Common Stock	30,000	$8.64	30,000	D

Explanation of Responses:

1. Options vest 1/3 on October 6, 2026, 1/3 on October 6, 2027 and 1/3 October 6, 2028.

	/s/ Robert P. Capps, Attorney- in-Fact for William H. Hilarides	10/08/2025
	** 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 did MIND director William H. Hilarides receive on 10/06/2025?

He was granted options for 30,000 shares with an exercise price of $8.64 and an expiration date of 10/06/2035.

When do the granted options vest for William H. Hilarides (MIND)?

The options vest in three equal parts: 10/06/2026, 10/06/2027, and 10/06/2028.

How many shares does William H. Hilarides beneficially own after the grant?

The report shows 30,000 underlying shares are beneficially owned following the reported transaction.

Who filed the Form 4 for William H. Hilarides and when?

The Form 4 was signed by an attorney‑in‑fact, Robert P. Capps, on 10/08/2025.

What is the exercise price and expiry of the options granted to the director?

The exercise price is $8.64 and the options expire on 10/06/2035.