[Form 4] Perma-Pipe International Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview – Perma-Pipe International Holdings (PPIH)

• Insider: President & CEO David J. Mansfield
• Transaction date: 22-Jul-2025
• Code “F” – issuer withheld shares to satisfy tax on restricted-stock vesting (not an open-market sale)
• Shares disposed: 9,181 common at $23.51
• Post-transaction direct ownership: 277,294 shares

No derivative transactions were reported. The disposal is administrative, reduces the insider’s stake by ~3%, and leaves him with a sizeable holding that maintains shareholder alignment. Market impact is expected to be minimal.

Positive

• CEO retains 277,294 shares, demonstrating continued equity commitment.
• Use of transaction code F shows the move was purely for tax withholding, not bearish selling.

Negative

• Disposition of 9,181 shares slightly reduces insider ownership.
• Execution price of $23.51 may serve as an informal near-term valuation reference.

Insights

Financial Analyst

TL;DR: Routine tax-withholding; negligible impact on valuation.

The “F” code confirms the company withheld 9,181 shares to cover Mansfield’s tax liability from restricted-stock vesting, rather than a discretionary sale. This represents a small fraction of his position, leaving 277,294 shares outstanding under direct ownership. Because no cash was taken out of the market and the insider’s stake remains significant, the signal is neutral for both governance and stock valuation.

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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X

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^*

Mansfield David J

(Last) (First) (Middle)

25025 INTERSTATE 45

SUITE 200

(Street)

THE WOODLANDS TX 77380

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Perma-Pipe International Holdings, Inc. [ PPIH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/22/2025

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	07/22/2025		F(1)		9,181	D	$23.51	277,294	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. The shares of common stock underlying the restricted stock reported as disposed herein were withheld by the issuer in satisfaction of tax withholding obligations associated with the vesting of restricted stock.

	/s/ David J. Mansfield	07/24/2025
	** 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

How many PPIH shares did the CEO dispose of on 22-Jul-2025?

David J. Mansfield had 9,181 shares withheld at $23.51 to cover taxes.

What is the transaction code "F" in PPIH's Form 4?

Code F indicates shares were withheld by the issuer to pay tax obligations on vested equity, not sold on the open market.

How many PPIH shares does the CEO own after the transaction?

Following the withholding, Mansfield directly owns 277,294 common shares.

Were any derivative securities involved in this Form 4 filing?

No derivative securities were acquired or disposed of; only common stock was affected.

Is this Form 4 likely to impact PPIH's stock price?

Given the routine, tax-related nature of the transaction and small relative size, material market impact is unlikely.