NPK International (NPKI) VP & General Counsel exercises options, sells 11,193 shares

Rhea-AI Filing Summary

NPK International Inc. vice president and general counsel Mary Celeste Fruge exercised stock options and immediately sold the resulting shares. She exercised options for 11,193 shares of common stock at an exercise price of $4.32 per share, then sold the same 11,193 shares in open-market transactions at a weighted average price of $13.339 per share.

The filing states that both the option exercise and share sale occurred automatically under a Rule 10b5-1 trading plan adopted on December 5, 2025. After these transactions, Fruge directly holds 265,213 shares of NPK International common stock.

Insights

Equity compensation and insider trading analyst

Pre-planned option exercise and sale with modest impact.

Mary Celeste Fruge, VP and general counsel of NPK International Inc., exercised 11,193 stock options at $4.32 and sold the resulting shares at a weighted average of $13.339. This is a classic exercise-and-sell pattern converting option value into cash.

The transactions were executed automatically under a pre-established Rule 10b5-1 trading plan adopted on December 5, 2025, which indicates the timing was pre-planned rather than opportunistic. Following the sale, Fruge still directly owns 265,213 shares, so the disposition represents a relatively small portion of her stake.

Because the activity is compensation-related, pre-planned, and leaves a substantial remaining ownership position, it generally reads as routine liquidity management rather than a signal of changing sentiment. Future company filings may show whether similar 10b5-1 plan transactions continue over time.

Insider Trade Summary 10b5-1

Net Seller: 11,193 shares ($149,303)

Net Sell 3 txns

Insider Fruge Mary Celeste

Role VP, General Counsel

Sold 11,193 shs ($149K)

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (right to buy)	11,193	$0.00	--
Exercise	Common Stock	11,193	$4.32	$48K
Sale	Common Stock	11,193	$13.339	$149K

Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 1,000 shares (Direct); Common Stock — 276,406 shares (Direct)

Footnotes (1)

1. The reported exercise of 11,193 options and subsequent sale of the shares acquired upon exercise occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 5, 2025. The price reported is the weighted average price. These options were sold in multiple transactions in the open market at prices ranging from $13.24 to $13.48, inclusive. The reporting person undertakes to provide to NPK International Inc., any security holder of NPK International Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of options sold at each separate price within the range set forth in footnote (2) to this Form 4.

Form 4 Insider Transactions: What Each Field Means →

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^*

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)
03/06/2026

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	03/06/2026		M		11,193(1)	A	$4.32	276,406	D
Common Stock	03/06/2026		S		11,193(1)	D	$13.339(2)	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
Non-Qualified Stock Option (right to buy)	$4.32	03/06/2026		M			11,193(1)	06/01/2019	05/19/2026	Common Stock	11,193	$0.0	1,000	D

Explanation of Responses:

1. The reported exercise of 11,193 options and subsequent sale of the shares acquired upon exercise occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 5, 2025.

2. The price reported is the weighted average price. These options were sold in multiple transactions in the open market at prices ranging from $13.24 to $13.48, inclusive. The reporting person undertakes to provide to NPK International Inc., any security holder of NPK International Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of options sold at each separate price within the range set forth in footnote (2) to this Form 4.

	M. Celeste Fruge	03/10/2026
	** 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 executive Mary Celeste Fruge report on this Form 4?

Mary Celeste Fruge reported exercising 11,193 stock options and selling the same 11,193 NPK International Inc. common shares. She exercised at $4.32 per share and sold at a weighted average price of $13.339 per share in open-market transactions.

Was the NPKI insider sale by Mary Celeste Fruge part of a Rule 10b5-1 trading plan?

Yes. The filing states the option exercise and subsequent sale occurred automatically under a Rule 10b5-1 trading plan. That plan was adopted on December 5, 2025, indicating the trade timing was pre-arranged rather than a discretionary, same-day decision.

How many NPK International (NPKI) shares does Mary Celeste Fruge own after the reported Form 4 transactions?

After exercising options and selling 11,193 shares, Mary Celeste Fruge directly holds 265,213 NPK International Inc. common shares. This remaining stake shows she retained a substantial ownership position following the pre-planned exercise-and-sell transaction disclosed in the Form 4.

What prices were involved in Mary Celeste Fruge’s NPKI option exercise and share sale?

She exercised 11,193 options at an exercise price of $4.32 per share, then sold the resulting 11,193 common shares at a weighted average price of $13.339. The filing notes the sales occurred in multiple trades between $13.24 and $13.48 per share.

What role does Mary Celeste Fruge hold at NPK International Inc. (NPKI)?

Mary Celeste Fruge is an officer of NPK International Inc., serving as vice president and general counsel. Her Form 4 filing reports personal equity compensation activity, including a stock option exercise and associated sale of common shares, conducted under a Rule 10b5-1 plan.