Tetra Technologies insider filing: 117,887 RSUs vested; 49,927 shares surrendered for taxes

Rhea-AI Filing Summary

Tetra Technologies insider report: President & CEO Brady M. Murphy received shares from vested restricted stock units and completed related tax-withholding share surrenders. On 08/25/2025 Mr. Murphy was issued 57,391 shares from RSUs granted 02/22/2023 and 60,496 shares from RSUs granted 02/19/2024, increasing his beneficial ownership to 2,691,978 shares after the first vesting event and to 2,666,357 shares after share surrenders for taxes.

The Form 4 shows two share-surrender transactions totaling 49,927 shares sold to satisfy tax withholding at a price of $4.49 per share (24,306 and 25,621 shares). Remaining unvested portions of the 2023 and 2024 RSU awards vest semiannually through February 25, 2026 and February 25, 2027 respectively.

Positive

• Vesting of RSUs: 57,391 shares (02/22/2023 award) and 60,496 shares (02/19/2024 award) converted to common stock on 08/25/2025
• Increased beneficial ownership: Reporting shows beneficial ownership reaching 2,691,978 shares at one point following vesting

Negative

• Shares surrendered for tax withholding: 24,306 and 25,621 shares were surrendered at $4.49 per share, reducing net received shares
• Immediate dilution offset: The net issuance from vesting is partly offset by share surrenders, lowering incremental ownership gain

Insights

Financial Analyst

TL;DR CEO received vested RSUs increasing direct ownership while surrendering shares to cover taxes; overall neutrality for capital structure.

The transactions are routine executive compensation events: two RSU vesting events converted to common stock on a one-for-one basis and were partly offset by share surrenders to satisfy tax withholding obligations at $4.49 per share. The reporting shows the CEO holds 2,666,357 shares following all transactions reported on 08/25/2025. These events do not indicate acquisition or disposition for liquidity beyond tax obligations and carry minimal direct impact on outstanding shares or enterprise value.

Corporate Governance Expert

TL;DR Compensation-related vesting and tax-withholding are standard governance disclosures and raise no governance red flags.

The Form 4 documents scheduled vesting from awards granted in 2023 and 2024 and confirms partial surrender of vested units to satisfy tax liabilities. The filings describe vesting schedules that continue semiannually through February 2026 and 2027. The involvement of an attorney-in-fact signing the form is consistent with delegated filing practices. No unusual transfer codes or off-cycle dispositions are present.

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^*

Murphy Brady M

(Last) (First) (Middle)

24955 INTERSTATE 45 NORTH

(Street)

THE WOODLANDS TX 77380

(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)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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	08/25/2025		M(1)		57,391	A	$0.00	2,655,788	D
Common Stock	08/25/2025		F(2)		24,306	D	$4.49	2,631,482	D
Common Stock	08/25/2025		M(3)		60,496	A	$0.00	2,691,978	D
Common Stock	08/25/2025		F(4)		25,621	D	$4.49	2,666,357	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	08/25/2025		M(1)			57,391	(5)	(5)	Common Stock	57,391	$0.00	57,391	D
Restricted Stock Units	$0.00	08/25/2025		M(3)			60,496	(6)	(6)	Common Stock	60,496	$0.00	181,489	D

Explanation of Responses:

1. Represents vested shares of restricted stock units granted on February 22, 2023. Restricted stock units convert into common stock on a one-for-one basis.

2. Reflects units surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of the restricted stock unit granted on February 22, 2023.

3. Represents vested shares of restricted stock units granted on February 19, 2024. Restricted stock units convert into common stock on a one-for-one basis.

4. Reflects units surrendered to the Issuer to satisfy tax withholding obligations upon the vesting of the restricted stock unit granted on February 19, 2024.

5. The remaining unvested portion of this restricted stock unit award will vest every six months until fully vested on February 25, 2026. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock upon vesting of the unit.

6. The remaining unvested portion of this restricted stock unit award will vest every six months until fully vested on February 25, 2027. 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	08/27/2025
	** 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 did TTI CEO Brady M. Murphy report on Form 4 dated 08/25/2025?

Mr. Murphy reported RSU vesting and related tax-withholding transactions: 57,391 shares vested from a 02/22/2023 award and 60,496 shares vested from a 02/19/2024 award; 24,306 and 25,621 shares were surrendered to satisfy taxes at $4.49 per share.

How many shares does Brady M. Murphy beneficially own after the reported transactions?

Beneficial ownership reported: The Form 4 lists 2,691,978 shares after one vesting entry and 2,666,357 shares after accounting for share surrenders.

Why were shares surrendered on the Form 4 for TTI (ticker: TTI)?

Reason stated: Units were surrendered to the issuer to satisfy tax withholding obligations upon the vesting of restricted stock units.

What are the vesting schedules for the RSU awards mentioned in the filing?

Vesting schedules: The 2023 award vests every six months until fully vested on February 25, 2026; the 2024 award vests every six months until fully vested on February 25, 2027.

At what price were the surrendered shares reported in the Form 4?

Withholding price: Both surrender transactions were reported at $4.49 per share.