STOCK TITAN

NPK International (NPKI) VP amends Form 4 for RSU share error

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

NPK International Inc. VP and General Counsel M. Celeste Fruge filed an amended insider report to correct a prior clerical error related to restricted stock units. On June 1, 2025, vested restricted stock units converted into 17,274 shares of common stock at a stated price of $0.0 per share, reported with transaction code M. The amendment clarifies that a previous filing on June 3, 2025 mistakenly reported 17,247 shares instead of 17,274.

After this transaction, Fruge beneficially owned 265,213 shares of common stock directly and 17,274 restricted stock units directly. The restricted stock units were granted to vest in one-third increments on June 1 of each subsequent year after grant and settle in shares.

Positive

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Negative

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Insider Fruge Mary Celeste
Role VP, General Counsel
Type Security Shares Price Value
Exercise Restricted Stock Units 17,274 $0.00 --
Exercise Common Stock 17,274 $0.00 --
Holdings After Transaction: Restricted Stock Units — 17,274 shares (Direct); Common Stock — 265,213 shares (Direct)
Footnotes (1)
  1. On June 3, 2025, the filed Form 4 inadvertently reported the conversion of vested restricted stock units into 17,247 shares instead of 17,274 shares, which was a scrivener's error. Grant of restricted stock units that vest in one-third increments on June 1 of each subsequent year after grant and settle in shares.
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).
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*
Fruge Mary Celeste

(Last) (First) (Middle)
9320 LAKESIDE BOULEVARD
SUITE 100

(Street)
THE WOODLANDS TX 77381

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NPK International Inc. [ NPKI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/03/2025
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 06/01/2025 M 17,274(1) A $0.0 265,213 D
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 $0.0 06/01/2025 M 17,274(1) (2) (2) Common Stock 17,274(1) $0.0 17,274 D
Explanation of Responses:
1. On June 3, 2025, the filed Form 4 inadvertently reported the conversion of vested restricted stock units into 17,247 shares instead of 17,274 shares, which was a scrivener's error.
2. Grant of restricted stock units that vest in one-third increments on June 1 of each subsequent year after grant and settle in shares.
M. Celeste Fruge 01/21/2026
** 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 insider transaction did NPKI report for M. Celeste Fruge?

The filing reports that M. Celeste Fruge, VP and General Counsel of NPK International Inc., had 17,274 restricted stock units convert into shares of common stock on June 1, 2025 under transaction code M at a stated price of $0.0 per share.

Why is this NPKI Form 4/A filing an amendment?

The report explains that a filing on June 3, 2025 inadvertently reported the conversion of vested restricted stock units into 17,247 shares instead of the correct number of 17,274 shares, and this amendment corrects that scrivener's error.

How many NPKI common shares does M. Celeste Fruge own after the transaction?

Following the reported transaction, M. Celeste Fruge beneficially owned 265,213 shares of NPK International Inc. common stock directly.

How many restricted stock units does the NPKI officer hold after this Form 4/A?

After the reported activity, 17,274 restricted stock units were beneficially owned directly, with each unit representing an underlying share of common stock.

What are the vesting terms of the NPKI restricted stock units reported here?

The filing states that the restricted stock units were granted to vest in one-third increments on June 1 of each subsequent year after grant and to settle in shares of common stock.

What is the role of the reporting person in NPK International Inc. (NPKI)?

The reporting person, M. Celeste Fruge, is identified as an officer of NPK International Inc., serving as VP, General Counsel, and filed the Form 4/A as a single reporting person.