NPKI Insider Report: Lanigan Exercises Options and Executes 1,000-Share Sale Under 10b5-1

Rhea-AI Filing Summary

Matthew Lanigan, President & CEO and director of NPK International Inc. (NPKI), reported transactions dated 09/03/2025. He exercised a non-qualified stock option to acquire 1,000 common shares at a $4.32 exercise price and simultaneously sold 1,000 common shares at $10.38 pursuant to a Rule 10b5-1 trading plan adopted on May 23, 2025. After these transactions he beneficially owned 1,095,913 shares. The underlying option was exercisable beginning 06/01/2019 and expires 05/19/2026. The Form 4 was signed on 09/04/2025 by M. Celeste Fruge on behalf of the reporting person.

Positive

• Transaction executed under a 10b5-1 plan, indicating pre-authorization and compliance with insider trading controls
• Timely reporting via Form 4 filed and signed on 09/04/2025

Negative

• Insider sold 1,000 shares, reducing beneficial ownership by 1,000 shares
• Sale at market means dilution of insider share concentration (though amount is small relative to total holdings)

Insights

Financial Analyst

TL;DR: Routine option exercise and contemporaneous sale under a pre-established 10b5-1 plan; neutral for valuation absent larger pattern.

The reported activity shows an executive exercising a previously granted option at $4.32 and immediately selling the resulting 1,000 shares at $10.38 under a Rule 10b5-1 plan, indicating the transactions were pre-authorized and not opportunistic trades based on material nonpublic information. The net effect on outstanding insider holdings is a reduction of 1,000 shares from cash sale proceeds, while the form confirms the option remains within its original exercise/expiration schedule.

Corporate Governance Expert

TL;DR: Use of a 10b5-1 plan and timely Form 4 filing demonstrates compliance with insider-trading controls.

The filing documents that the sale occurred automatically under a 10b5-1 trading plan adopted May 23, 2025, and the Form 4 was filed promptly. This reflects adherence to standard governance practices for insiders converting option holdings to cash while mitigating regulatory risk. There are no disclosures here of unusual option repricing or amendment; the option retains its original terms and expiration date.

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
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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^*

LANIGAN MATTHEW

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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	09/03/2025		M		1,000	A	$4.32	1,096,913	D
Common Stock	09/03/2025		S		1,000	D	$10.38(1)	1,095,913	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	09/03/2025		M			1,000	06/01/2019	05/19/2026	Common Stock	1,000	$10.38	0	D

Explanation of Responses:

1. The reported sale of 1,000 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 23, 2025.

	By: M. Celeste Fruge For: Matthew Lanigan	09/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What transactions did Matthew Lanigan report on the Form 4 for NPK International Inc.?

On 09/03/2025 he exercised 1,000 options at a $4.32 exercise price and sold 1,000 common shares at $10.38 under a 10b5-1 plan.

Was the sale of NPK International Inc. shares pre-authorized?

Yes; the Form 4 states the sale occurred automatically pursuant to a Rule 10b5-1 trading plan adopted on May 23, 2025.

How many NPKI shares did the reporting person own after the transactions?

The reporting person beneficially owned 1,095,913 shares after the reported transactions.

What are the terms of the option exercised by the reporting person?

It was a non-qualified stock option with a $4.32 exercise price, exercisable since 06/01/2019 and expiring on 05/19/2026, covering 1,000 underlying shares.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by M. Celeste Fruge on behalf of Matthew Lanigan on 09/04/2025.