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NCS Multistage director gives up 48,778 shares in merger

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NCS Multistage Holdings, Inc. (NCSM) director Michael McShane reported a disposition to the issuer of 48,778 shares of common stock on 2026-09-01, leaving him with 0 shares directly held. The transaction occurred in connection with a merger under which each NCS share was canceled and converted into the right to receive Weatherford International plc ordinary shares and/or a specified cash-and-share combination at the holder’s election.

Positive

  • None.

Negative

  • None.
Insider MCSHANE MICHAEL
Role Director
Type Security Shares Price Value
Disposition Common Stock F1 48,778 -- --
Holdings After Transaction: Common Stock — 0 shares (Direct)
Footnotes (1)
  1. F1. Pursuant to that certain Agreement and Plan of Merger ("Merger Agreement"), dated May 31, 2026, by and among Weatherford International plc ("Parent"), Trinity Bell Sub, Inc. and NCS Multistage Holdings, Inc. (the "Company"), immediately prior to the effective time of the transactions contemplated thereby (the "Effective Time"), each share of the Company's common stock, par value $0.01 per share ("Common Stock"), was canceled and converted into the right to receive, at the Reporting Person's election: (i) 0.5537 ordinary shares, par value $0.001 per share, of Parent ("Parent Ordinary Shares"); or (ii) a combination of (A) cash in an amount equal to the product of (x) 0.1371 and (y) the closing price for the Parent Ordinary Shares on the Nasdaq Global Select Market on August 31, 2026, subject to a maximum cash election amount; and (B) 0.2392 Parent Ordinary Shares.
Shares disposed 48,778 shares of Common Stock Disposition to issuer reported on 2026-09-01
Shares owned after transaction 0 shares of Common Stock Direct holdings following the merger-related disposition
Stock-for-stock merger election 0.5537 Parent Ordinary Shares per NCS share Option (i) consideration under the Agreement and Plan of Merger
Cash component multiplier 0.1371 × closing price of Parent Ordinary Shares Used to calculate cash consideration based on 2026-08-31 closing price
Share component in cash-and-share option 0.2392 Parent Ordinary Shares per NCS share Option (ii)(B) consideration under the merger agreement
Agreement and Plan of Merger regulatory
"Pursuant to that certain Agreement and Plan of Merger ("Merger Agreement"),"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Effective Time regulatory
"immediately prior to the effective time of the transactions contemplated"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Parent Ordinary Shares financial
"0.5537 ordinary shares, par value $0.001 per share, of Parent ("Parent Ordinary Shares");"
Nasdaq Global Select Market market
"the closing price for the Parent Ordinary Shares on the Nasdaq Global Select Market"
A Nasdaq Global Select Market listing is the highest tier of stocks on the Nasdaq exchange, reserved for companies that meet the strictest financial, reporting and governance standards. For investors, it acts like a premium quality label—signaling larger, more transparent and better-governed companies that tend to offer greater liquidity and lower perceived risk compared with lower-tier listings, making it easier to buy, sell and evaluate shares.
maximum cash election amount financial
"subject to a maximum cash election amount; and (B) 0.2392 Parent"

FAQ

What did NCSM director Michael McShane report in this Form 4?

He reported a disposition to the issuer of 48,778 shares of NCS Multistage Holdings, Inc. common stock on 2026-09-01, resulting in 0 shares directly owned after the transaction.

Why were Michael McShane’s NCSM shares disposed of?

His shares were disposed of in connection with a merger under an Agreement and Plan of Merger, where each NCS Multistage Holdings, Inc. share was canceled and converted into merger consideration from Weatherford International plc.

What consideration did NCSM shareholders receive in the Weatherford merger?

Each NCS share was converted into the right to receive, at the holder’s election, either 0.5537 Weatherford ordinary shares or a mix of cash equal to 0.1371 times Weatherford’s 2026-08-31 closing price (subject to a maximum cash election amount) plus 0.2392 Weatherford ordinary shares.

Does Michael McShane still own any NCSM common stock after this transaction?

No. After the reported merger-related disposition of 48,778 shares, Michael McShane’s direct holdings are 0 shares of NCS Multistage Holdings, Inc. common stock.

Was this NCSM Form 4 transaction under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not checked, and there is no footnote stating that the transaction was effected pursuant to a Rule 10b5-1 trading plan.

What role does Weatherford International plc play in the NCSM transaction?

Weatherford International plc is the Parent in the Agreement and Plan of Merger. NCS Multistage Holdings, Inc. shares were canceled and converted into rights to receive Weatherford ordinary shares and/or cash based on the election mechanics described.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
X
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*
MCSHANE MICHAEL

(Last)(First)(Middle)
19350 STATE HIGHWAY 249, SUITE 600

(Street)
HOUSTON TEXAS 77070

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NCS Multistage Holdings, Inc. [ NCSM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/01/2026D48,778D(1)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to that certain Agreement and Plan of Merger ("Merger Agreement"), dated May 31, 2026, by and among Weatherford International plc ("Parent"), Trinity Bell Sub, Inc. and NCS Multistage Holdings, Inc. (the "Company"), immediately prior to the effective time of the transactions contemplated thereby (the "Effective Time"), each share of the Company's common stock, par value $0.01 per share ("Common Stock"), was canceled and converted into the right to receive, at the Reporting Person's election: (i) 0.5537 ordinary shares, par value $0.001 per share, of Parent ("Parent Ordinary Shares"); or (ii) a combination of (A) cash in an amount equal to the product of (x) 0.1371 and (y) the closing price for the Parent Ordinary Shares on the Nasdaq Global Select Market on August 31, 2026, subject to a maximum cash election amount; and (B) 0.2392 Parent Ordinary Shares.
/s/ Ori Lev, attorney-in-fact09/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)