Oil States (OIS) Insider Report: Potter Awarded 2,063 Shares

Rhea-AI Filing Summary

Robert L. Potter, a director and non-executive chairman of Oil States International, Inc. (OIS), received a quarterly stock award of 2,063 shares on 09/30/2025 under the company’s Second Amended and Restated Equity Participation Plan. The award vested upon grant and was reported at a per-share price of $6.06. Following the transaction, Mr. Potter beneficially owned 205,398 shares. The Form 4 was filed as a single reporting person submission and was signed on behalf of Mr. Potter by Brian E. Taylor under power of attorney on 10/01/2025. No derivative securities are reported in this filing.

Insights

Financial Analyst

TL;DR: Routine compensation award to chairman; modest share grant and no derivatives suggest limited near-term market impact.

The transaction reflects a quarterly, vested equity award as part of routine director compensation rather than an opportunistic purchase or sale. The grant size of 2,063 shares versus total beneficial ownership of 205,398 shares is relatively small and unlikely to materially change ownership percentages or signal a shift in insider confidence. The reported per-share price of $6.06 is a bookkeeping value for the award. Investors should note this is compensation-related, not a market transaction.

Corporate Governance Expert

TL;DR: Governance practice: periodic equity awards to non-executive chair vesting on grant are standard and disclosed properly.

The Form 4 discloses a standard quarterly equity compensation award under the company's equity plan. Vesting upon grant minimizes cliff risk and aligns the director's interests with shareholders immediately. The filing was made by one reporting person and executed via power of attorney, which is customary. There are no red flags such as accelerated vesting tied to transactions or undisclosed derivative holdings in this report.

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

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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).

1. Name and Address of Reporting Person^*

POTTER ROBERT L

(Last) (First) (Middle)

THREE ALLEN CENTER

333 CLAY STREET, SUITE 4620

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OIL STATES INTERNATIONAL, INC [ OIS ]

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)
09/30/2025

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	09/30/2025		A(1)		2,063	A	$6.06	205,398	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

Explanation of Responses:

1. Quarterly stock award under the Company's Second Amended and Restated Equity Participation Plan for compensation paid to Mr. Potter as non-executive chairman of the Board of Directors that vests upon award.

Remarks:

	Brian E. Taylor, pursuant to power of attorney	10/01/2025
	** 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 transaction did Robert L. Potter report on the Form 4 for OIS?

The Form 4 reports a quarterly stock award of 2,063 common shares granted to Robert L. Potter on 09/30/2025 that vested upon award.

How many OIS shares did Mr. Potter own after the reported transaction?

Following the reported transaction, Mr. Potter beneficially owned 205,398 shares of OIS common stock.

What was the reported price per share for the award?

The award is reported at a per-share price of $6.06.

Was the Form 4 filed jointly or by one reporting person?

The Form 4 was filed by one reporting person (Robert L. Potter).

Who signed the Form 4 and when was it signed?

The Form 4 was signed by Brian E. Taylor pursuant to a power of attorney on 10/01/2025.