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[Form 4] NATURAL GAS SERVICES GROUP INC Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Stephen C. Taylor, a director of Natural Gas Services Group, reported sales of company stock on 09/23/2025 under a Rule 10b5-1 trading plan. The Form 4 shows 1,457 shares sold at $27.50 and an additional 10,000 shares sold at a weighted average price of $28.0148, with the latter executed in multiple transactions at prices ranging from $28.00 to $28.18.

After the reported sales, the filing shows Mr. Taylor beneficially owned 385,432 shares directly and 114,213 shares indirectly through a Rabbi Trust; the filing also reports 4,456 restricted stock units representing the right to receive common shares upon vesting.

Positive
  • Sales executed pursuant to a Rule 10b5-1 trading plan, providing an affirmative defense under insider trading rules
  • Full quantities and weighted average price range disclosed, with an offer to provide per-transaction pricing upon request
  • Director retains substantial beneficial ownership including direct shares, a Rabbi Trust, and RSUs
Negative
  • Director disposed of 11,457 shares, reducing direct holdings from the pre-sale level
  • Multiple trades for the weighted-average tranche (prices ranged from $28.00 to $28.18), indicating staggered execution

Insights

TL;DR: Director-made sales under a pre-established 10b5-1 plan; reporting appears routine and compliant.

The Form 4 indicates the director executed sales pursuant to a 10b5-1 plan established May 16, 2025, which provides an affirmative defense to insider trading claims when properly structured. The filing discloses the amounts sold, the weighted average price range, and the director's remaining direct and indirect holdings, including RSUs and a Rabbi Trust. From a governance perspective, the transparency and the specific footnote committing to provide detailed per-transaction pricing if requested are consistent with good disclosure practices. The filing does not disclose any other compensatory or corporate governance actions.

TL;DR: Insider sold 11,457 shares in multiple trades; holdings remain substantial and sale was executed via 10b5-1 plan.

The reported disposals total 11,457 common shares on 09/23/2025 with prices reported as $27.50 and a weighted average of $28.0148 for the larger tranche. The filing explicitly states the sales were executed under a Rule 10b5-1 trading plan established May 16, 2025. Post-transaction beneficial ownership is shown as 385,432 shares directly, plus 114,213 indirectly via a Rabbi Trust and 4,456 RSUs that convert to one share each upon vesting. The disclosure is factual and limited to the transactions; no forward-looking or operational information is provided.

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).
X
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*
Taylor Stephen Charles

(Last) (First) (Middle)
404 VETERANS AIRPARK LANE
SUITE 300

(Street)
MIDLAND TX 79705

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NATURAL GAS SERVICES GROUP INC [ NGS ]
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)
09/23/2025
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 09/23/2025 S 1,457(1) D $27.5 395,432 D
Common Stock 09/23/2025 S 10,000(1) D $28.0148(2) 385,432 D
Common Stock 114,213 I Rabbi Trust
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
Restricted Stock Units (3) (3) (3) Common Stock 4,456 4,456 D
Explanation of Responses:
1. The sales reported on this Form 4 was effectuated pursuant to a Rule 10b5-1 trading plan established by the reporting person on May 16, 2025.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $28.00 to $28.18 inclusive. The reporting person undertakes to provide to NGS, any security holder of NGS, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price with the ranges set forth in this footnote.
3. Not applicable. Each Restricted Stock Unit represents the right to receive one share of the Issuer's common stock upon vesting.
Stephen C. Taylor 09/23/2025
** 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 transactions did Stephen C. Taylor report on the Form 4 for NGS?

Answer: Mr. Taylor reported sales of 1,457 shares at $27.50 and 10,000 shares at a weighted average price of $28.0148 on 09/23/2025.

Were the sales made under a pre-arranged trading plan?

Answer: Yes. The filing states the sales were effectuated pursuant to a Rule 10b5-1 trading plan established May 16, 2025.

How many NGS shares does Stephen C. Taylor beneficially own after these transactions?

Answer: The Form 4 reports 385,432 shares beneficially owned directly after the reported transactions, plus 114,213 shares indirectly via a Rabbi Trust and 4,456 restricted stock units.

What price range did the reported sales occur within?

Answer: The weighted-average tranche was sold at prices ranging from $28.00 to $28.18; the filing lists a weighted average of $28.0148 for that tranche.

Does the Form 4 indicate any other changes in compensation or holdings?

Answer: The filing shows 4,456 restricted stock units representing the right to receive common stock upon vesting and 114,213 shares held indirectly in a Rabbi Trust; no other compensation changes are disclosed.
Natural Gas Srv

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Oil & Gas Equipment & Services
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United States
MIDLAND