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NPK International (NPKI) CEO reports RSU vesting and tax share withholdings

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

Rhea-AI Filing Summary

NPK International Inc. President & CEO Matthew Lanigan reported compensation-related equity activity. On June 1, 2026, restricted stock units vested and converted into 100,188 shares of common stock, and 89,549 shares were withheld to cover tax obligations, resulting in a smaller net increase to his directly held shares. The filing also shows 770,249 common shares held indirectly through a trust, reflecting a substantial additional ownership position. These transactions reflect routine vesting and tax withholding rather than open-market purchases or sales.

Positive

  • None.

Negative

  • None.
Insider LANIGAN MATTHEW
Role President & CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 100,188 $0.00 --
Tax Withholding Common Stock 22,232 $14.31 $318K
Tax Withholding Common Stock 27,894 $14.31 $399K
Tax Withholding Common Stock 39,423 $14.31 $564K
Exercise Common Stock 100,188 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct, null); Common Stock — 389,203 shares (Direct, null); Common Stock — 770,249 shares (Indirect, by Trust)
Footnotes (1)
  1. Represents shares withheld to satisfy tax withholding obligations upon the vesting of restricted stock units. The restricted stock units vest and convert into shares on a one-for-one basis. Grant of restricted stock units that vest in one-third increments on June 1 of each subsequent year after grant and settle in shares.
RSUs Converted 100,188 shares Restricted stock units vesting into common stock on June 1, 2026
Tax Withholding Shares 89,549 shares Shares delivered to satisfy tax obligations at vesting
Indirect Trust Holdings 770,249 shares Common stock held indirectly by trust after reported transactions
Tax Withholding Price $14.31 per share Price per share used for tax-withholding dispositions
Exercise Transactions 1 transaction, 100,188 shares Derivative exercise/conversion of restricted stock units
Tax Withholding Transactions 3 transactions, 89,549 shares Payment of tax liability by delivering securities
Restricted Stock Units financial
"The restricted stock units vest and convert into shares on a one-for-one basis."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"Represents shares withheld to satisfy tax withholding obligations upon the vesting of restricted stock units."
Exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
indirect financial
"ownership_type: indirect"
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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
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*
LANIGAN MATTHEW

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

(Street)
THE WOODLANDS TEXAS 77381

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NPK International Inc. [ NPKI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
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 Stock06/01/2026F22,232(1)D$14.31389,203D
Common Stock06/01/2026F27,894(1)D$14.31361,309D
Common Stock06/01/2026F39,423(1)D$14.31321,886D
Common Stock06/01/2026M100,188A$0.0(2)422,074D
Common Stock770,249Iby 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$0.0(2)06/01/2026M100,188 (3) (3)Common Stock100,188$0.00D
Explanation of Responses:
1. Represents shares withheld to satisfy tax withholding obligations upon the vesting of restricted stock units.
2. The restricted stock units vest and convert into shares on a one-for-one basis.
3. Grant of restricted stock units that vest in one-third increments on June 1 of each subsequent year after grant and settle in shares.
By: M. Celeste Fruge For: Matthew Lanigan06/03/2026
** 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)

FAQ

What insider transactions did NPKI CEO Matthew Lanigan report on June 1, 2026?

Matthew Lanigan reported the vesting of restricted stock units into 100,188 shares of NPK International common stock. The filing also shows multiple share dispositions solely to satisfy tax withholding obligations tied to this vesting, rather than open-market sales of his holdings.

How many NPKI shares were withheld for taxes in Matthew Lanigan’s Form 4?

The Form 4 reports 89,549 NPK International shares withheld to satisfy tax obligations at vesting. These are coded as tax-withholding dispositions, meaning shares were delivered back to the issuer for taxes, not sold on the open market for investment reasons.

Did Matthew Lanigan buy or sell NPKI shares on the open market in this filing?

The filing shows no open-market purchases or sales of NPK International shares. Activity consists of restricted stock units vesting and related tax-withholding dispositions, which are administrative transactions tied to compensation rather than discretionary trading in the company’s stock.

What does the Form 4 show about Matthew Lanigan’s indirect ownership of NPKI?

The Form 4 lists 770,249 NPK International common shares held indirectly by a trust. This reflects a significant ownership position associated with the CEO, separate from his directly held shares, and is disclosed as indirect ownership in the filing’s ownership type fields.

How many restricted stock units converted to NPKI common stock in this Form 4?

The filing shows 100,188 restricted stock units converting into an equal number of NPK International common shares. Footnotes clarify that the units vest and convert on a one-for-one basis and that this conversion is part of the company’s equity compensation structure.

Are the NPKI tax-withholding transactions in this Form 4 considered sales?

The reported tax-withholding entries are not conventional sales into the market. They represent shares delivered to satisfy tax liabilities upon vesting of restricted stock units, coded as disposition transactions but driven by tax obligations, not portfolio management decisions.