Bristow Group (VTOL) COO awarded RSUs and uses shares to cover taxes

Rhea-AI Filing Summary

Bristow Group Inc. COO, Offshore Energy Services, Stuart Stavley reported equity-related transactions in company common stock. He received a grant of 6,186 restricted stock units at no cost, each unit vesting in three equal annual installments on March 2, 2027, 2028, and 2029. To cover taxes on the vesting of a prior restricted stock unit grant, 1,171 shares were disposed of at a price of $45.55 per share through a tax-withholding transaction, leaving him with 90,805 shares held directly after the tax-related disposition.

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^*

Stavley Stuart

(Last) (First) (Middle)

C/O BRISTOW GROUP INC.

3151 BRIAPARK DRIVE, SUITE 700

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bristow Group Inc. [ VTOL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO, Offshore Energy Services

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		A		6,186(1)	A	$0	91,976	D
Common Stock	03/03/2026		F		1,171(2)	D	$45.55	90,805	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. Each restricted stock unit vests in three equal annual installments scheduled to occur on March 2, 2027, March 2, 2028 and March 2, 2029.

2. Shares withheld to cover the associated tax liability upon the vesting of the first portion of a previous grant of restricted stock units, which grant was originally reported in Table I of the reporting person's Form 4 filed on March 5, 2025.

	/s/ Justin D. Mogford, attorney-in-fact for Stuart Stavley	03/04/2026
	** 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 transactions did Bristow Group (VTOL) COO Stuart Stavley report?

Stuart Stavley reported two equity transactions: an acquisition of 6,186 restricted stock units at no cost and a tax-withholding disposition of 1,171 common shares at $45.55 per share, tied to the vesting of a prior restricted stock unit grant.

How many Bristow Group (VTOL) shares does Stuart Stavley hold after these transactions?

After the reported tax-withholding disposition, Stuart Stavley directly holds 90,805 shares of Bristow Group common stock. This figure reflects his position following the 1,171-share tax-related disposition associated with the vesting of an earlier restricted stock unit award.

What are the vesting terms of the new Bristow Group (VTOL) restricted stock units?

Each of the 6,186 restricted stock units granted to Stuart Stavley vests in three equal annual installments. The scheduled vesting dates are March 2, 2027, March 2, 2028, and March 2, 2029, subject to the standard conditions attached to such awards.

Was the Bristow Group (VTOL) tax-withholding transaction an open market sale?

The 1,171-share disposition was reported under transaction code F, indicating shares were withheld to cover tax liability. This reflects a tax-withholding disposition connected to vesting of restricted stock units, rather than an open market sale initiated for investment purposes.

At what price were the Bristow Group (VTOL) shares used for tax withholding valued?

The 1,171 shares used for tax withholding related to restricted stock unit vesting were valued at a transaction price of $45.55 per share. This price is used solely for reporting the value of the tax-withholding disposition in the Form 4 filing.

Did Stuart Stavley buy Bristow Group (VTOL) shares for cash in this Form 4?

No cash purchases were reported. The Form 4 shows a no-cost grant of 6,186 restricted stock units and a tax-withholding disposition of 1,171 shares, both typical compensation-related equity transactions rather than open market share purchases or sales.