TETRA Technologies (NYSE: TTI) EVP nets shares after RSU vesting, tax withholding

Rhea-AI Filing Summary

TETRA Technologies Executive Vice President Matthew Sanderson reported equity award activity involving restricted stock units (RSUs) and common stock. On February 28, 2026, 29,141 RSUs vested and were converted into 29,141 shares of common stock at no cost, increasing his directly held common shares to 741,250. To cover tax withholding on this vesting, 12,925 common shares were surrendered to the company at $8.66 per share, leaving him with 728,325 directly owned common shares afterward. Following the vesting, 58,282 RSUs remained outstanding, and the unvested portion of this award will continue to vest every six months until fully vested on February 25, 2028, with each unit representing one share of common stock upon vesting.

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

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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).

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^*

SANDERSON MATTHEW

(Last) (First) (Middle)

10000 ENERGY DRIVE

SUITE 600

(Street)

SPRING TX 77389

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TETRA TECHNOLOGIES INC [ TTI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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	02/28/2026		M(1)		29,141	A	$0.00	741,250	D
Common Stock	02/28/2026		F(2)		12,925	D	$8.66	728,325	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
Restricted Stock Units	$0.00	02/28/2026		M(1)			29,141	(3)	(3)	Common Stock	29,141	$0.00	58,282	D

Explanation of Responses:

1. Represents vested shares of restricted stock units granted on February 28, 2025. Restricted stock units convert into common stock on a one-for-one basis.

2. Reflects units surrendered to the Issuer for tax withholding purposes upon the vesting of the restricted stock unit granted on February 28, 2025.

3. The remaining unvested portion of this restricted stock unit award will vest every six months until fully vested on February 25, 2028. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock upon vesting of the unit.

Remarks:

	Kimberly M. O'Brien, attorney in fact	03/02/2026
	** 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 insider transaction did TETRA Technologies (TTI) report for Matthew Sanderson?

TETRA Technologies reported that Executive Vice President Matthew Sanderson had restricted stock units vest and convert into 29,141 common shares, with a portion of those shares surrendered back to the company to satisfy related tax withholding obligations tied to the vesting event.

How many TTI shares did Matthew Sanderson acquire and surrender in this Form 4?

Matthew Sanderson received 29,141 common shares from vested restricted stock units and surrendered 12,925 of those shares to TETRA Technologies at $8.66 per share to cover tax withholding, resulting in a net increase in directly held common shares compared to before the vesting.

What is Matthew Sanderson’s TTI common stock holding after these transactions?

After the reported vesting and tax-withholding share surrender, Matthew Sanderson directly owns 728,325 shares of TETRA Technologies common stock. This figure reflects the impact of both the RSU conversion into shares and the shares delivered back to the issuer for tax obligations.

How many restricted stock units does Matthew Sanderson still hold at TETRA Technologies (TTI)?

Following the February 28, 2026 vesting event, Matthew Sanderson holds 58,282 restricted stock units. Each unit represents the contingent right to receive one share of TETRA Technologies common stock when the unit vests under the award’s terms and schedule.

What is the vesting schedule for Matthew Sanderson’s remaining TTI restricted stock units?

The remaining portion of Matthew Sanderson’s restricted stock unit award will vest every six months until it is fully vested on February 25, 2028. On each vesting date, the vested units convert into an equal number of TETRA Technologies common shares on a one-for-one basis.

At what price were TTI shares surrendered for Matthew Sanderson’s tax withholding?

Shares surrendered for Matthew Sanderson’s tax withholding were valued at $8.66 per share. In total, 12,925 common shares were delivered back to TETRA Technologies to satisfy withholding obligations associated with the vesting of restricted stock units granted on February 28, 2025.