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TIC Solutions, Inc. (TICAW) SEC Filings, Nov 2025-Feb 2026

TICAW OTC
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Alyeska Investment Group and affiliates reported a 9.47% beneficial stake in TIC Solutions, Inc. common stock as of December 31, 2025. They report beneficial ownership of 20,958,333 shares, all with shared voting and shared dispositive power, and no sole authority.

The reporting group comprises Alyeska Investment Group, L.P., Alyeska Fund GP, LLC, and Anand Parekh. An exhibit explains this total includes 17,708,333 PIPE shares, pre-funded warrants to purchase 3,125,000 shares, and warrants to purchase 125,000 shares of common stock.

The ownership percentage is based on 221,209,686 TIC Solutions common shares outstanding, as referenced from a company Form 8-K. The reporting persons certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of TIC Solutions.

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Permian Investment Partners and related funds filed an amended Schedule 13G reporting beneficial ownership of 19,168,108 TIC Solutions, Inc. common shares, equal to 8.7% of the class. The shares are held through Permian Master Fund, Permian Nautilus Master Fund, Permian Treble Master Fund, managed accounts, and Permian GP, LLC.

The ownership percentages are calculated using 220,559,713 TIC Solutions common shares outstanding as of November 10, 2025, as disclosed in the company’s Form 10-Q. The reporting persons certify the holdings were not acquired and are not held for the purpose of changing or influencing control of TIC Solutions.

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TIC Solutions, Inc. received an amended ownership report showing that Progeny 3, Inc. and Jon Hemingway may be deemed to beneficially own 15,231,090 shares of common stock, representing 6.9% of the class as of January 2, 2026.

Progeny 3, a Washington corporation, serves as manager of certain investment accounts that hold the shares and has sole voting and dispositive power over them. Hemingway controls Progeny 3, which is why both are treated as reporting persons.

The accounts themselves have the right to receive dividends and sale proceeds from these TIC Solutions shares. Both reporting persons expressly disclaim beneficial ownership of the securities beyond what may be attributed to them under SEC rules.

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TIC Solutions, Inc. received an updated ownership report from Sir Martin E. Franklin and Mariposa Acquisition IX, LLC. Sir Martin now reports beneficial ownership of 15,450,323 shares of common stock, representing 7.0% of the class, based on 221,209,686 common shares and 1,000,000 shares of Series A Preferred Stock outstanding as of January 2, 2026. Mariposa reports beneficial ownership of 1,000,000 shares of Series A Preferred Stock, representing 0.45% of the class on an as-converted basis.

The amendment reflects a dividend of 668,347 common shares issued to Mariposa on its Series A Preferred Stock and a subsequent distribution of these and other common shares to various Franklin-related trusts and entities. Sir Martin also obtained irrevocable proxies from MEF Family Trust and RAEF Family Trust covering 2,234,788 common shares for voting purposes while he serves on TIC Solutions’ board.

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TIC Solutions, Inc. director reported several equity transactions involving Common Stock, restricted stock units, and Series A Preferred Stock. On December 31, 2025, an entity affiliated with the director, Mariposa Acquisition IX, LLC, received 60,122 shares of Common Stock as a stock dividend on the issuer's Series A Preferred Stock, bringing its indirect beneficial ownership to 1,806,291 shares of Common Stock.

On January 2, 2026, Mariposa Acquisition IX, LLC made a pro rata distribution of 1,806,291 shares of Common Stock to its members at no cost, and the director then reported 1,816,291 shares of Common Stock held directly. The director also reports 9,017 restricted stock units that vest on July 31, 2026, each representing one share of Common Stock, and an indirect interest in Series A Preferred Stock convertible into 92,500 shares of Common Stock, which is convertible at any time and will automatically convert no later than December 31, 2034.

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TIC Solutions, Inc. reported insider transactions by a director involving Common Stock and Series A Preferred Stock. On 12/31/2025, Mariposa Acquisition IX, LLC received 120,244 shares of Common Stock as a stock dividend on its Series A Preferred Stock, at a stated price of $0.00 per share. This dividend is calculated annually based on the market price of TIC’s Common Stock for the last ten trading days of the calendar year.

On 01/02/2026, Mariposa Acquisition IX, LLC disposed of 1,117,394 shares of Common Stock in a pro rata distribution to its members, and the same 1,117,394 shares were acquired by the RAEF Family Trust. The director is a trustee and beneficiary of the trust and of an interest in Mariposa IX and disclaims beneficial ownership beyond his pecuniary interest. The filing also notes 185,000 shares of Series A Preferred Stock held via Mariposa IX, convertible one-for-one into Common Stock at any time at the holder’s election, and automatically by December 31, 2034 or upon a defined change of control event.

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TIC Solutions, Inc. director Martin E. Franklin reported changes in his indirect ownership of the company’s stock. On December 31, 2025, Mariposa Acquisition IX, LLC received a stock dividend of 668,347 shares of common stock based on its holdings of Series A Preferred Stock at a price of $0.00 per share. On January 2, 2026, Mariposa IX made a pro rata distribution of 19,545,847 shares of common stock, reducing its reported common stock position to zero and shifting indirect holdings to its members, including 1,952,745 shares held through MEF Holdings, LLLP, 5,410,813 shares through Brimstone Investments LLC, and 4,851,977 shares through the Martin E. Franklin Revocable Trust. The filing also reports 1,000,000 shares of Series A Preferred Stock held via Mariposa IX, each convertible into one share of common stock for no additional consideration. Mariposa IX is noted as no longer being subject to Section 16 or Form 5 obligations, and this filing serves as an exit filing for that entity.

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TIC Solutions, Inc. reported that its Board approved a stock dividend of 668,347 shares of common stock tied to its 1,000,000 shares of Series A preferred stock. The dividend is based on an annual formula that gives the holder 20% of the appreciation of the average market price of the common stock over the initial offering price of $10.00, multiplied by 121,476,215, as set in the company’s charter.

The first Annual Dividend Amount used a Dividend Price of $10.2829, calculated from the volume-weighted average share price over the last ten trading days of 2025. After this stock issuance on January 2, 2026, TIC Solutions had approximately 221,209,686 shares of common stock outstanding.

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TIC Solutions, Inc. reported an insider equity transaction by its Chief Financial Officer on December 3, 2025. The filing shows that 10,000 restricted stock units were settled into 10,000 shares of common stock, and 3,060 of those shares were withheld at a price of $9.53 per share to cover tax obligations, leaving 6,940 shares of common stock directly held afterward.

The CFO also holds several derivative awards. These include 20,000 restricted stock units that vest in thirds each year on the first through third anniversaries of the December 3, 2024 grant date, additional time-based restricted stock units vesting on April 11, 2028, and multiple performance-based restricted stock unit grants tied to future stock price or performance conditions, with potential vesting dates on December 3, 2025, April 11, 2028, and September 30, 2026.

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TIC Solutions, Inc. (TIC) reported an insider stock transaction by its General Counsel. On 11/18/2025, the officer sold 52,467 shares of TIC common stock at a price of $9.58 per share, coded as a sale ("S").

After this transaction, the reporting person held 0 shares beneficially owned, meaning this sale fully eliminated the reported direct ownership position. The filing was submitted as a Form 4 by a single reporting person and does not list any derivative securities activity.

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FAQ

How many TIC Solutions (TICAW) SEC filings are available on StockTitan?

StockTitan tracks 54 SEC filings for TIC Solutions (TICAW), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for TIC Solutions (TICAW)?

The most recent SEC filing for TIC Solutions (TICAW) was filed on February 17, 2026.