WTI insider Krohn converts 132,918 RSUs to stock, sells 52,304 at $1.73

Rhea-AI Filing Summary

Tracy W. Krohn, who serves as Chairman, CEO & President and is identified as a director and a 10% owner of W&T Offshore, reported securities changes on 08/08/2025. 132,918 restricted stock units vested (these RSUs were granted 08/08/2024 and this vesting represents the first tranche), and the reporting person received 132,918 shares of common stock. On the same date the reporting person disposed of 52,304 shares at $1.73 per share. Following the transactions the reporting person held 773,356 shares directly and held 47,746,394 shares indirectly through trusts for which he is beneficiary and trustee and over which he exercises sole voting and dispositive power. The report also shows 265,836 restricted stock units beneficially owned following the reported transactions.

Positive

• 132,918 restricted stock units vested and were converted into common stock, demonstrating realization of long-term compensation.
• Maintains substantial indirect ownership via trusts totaling 47,746,394 shares, indicating continued concentrated alignment with the company.

Negative

• Disposed of 52,304 shares on 08/08/2025 at $1.73 per share, which reduced direct holdings to 773,356 shares.
• Significant ownership concentration through related trusts may represent governance centralization (47,746,394 shares reported).

Insights

Securities Analyst

TL;DR: Routine executive equity vesting and a partial disposition; large trust holdings remain the dominant ownership factor.

The filing documents the vesting of 132,918 RSUs into common shares and a contemporaneous disposition of 52,304 shares at $1.73. These are standard equity compensation events: conversion of contingent units to shares and a sale that reduced direct holdings to 773,356 shares. Material investor-relevant figures include substantial indirect ownership of 47,746,394 shares held by related trusts, over which the reporting person exercises sole voting and dispositive power. The remaining 265,836 RSUs indicate ongoing unvested equity exposure. Overall, the transactions are routine and do not, by themselves, signal a change in control or material corporate action.

Corporate Governance Expert

TL;DR: Insider received vested shares and sold a portion; trustee control of large trust holdings is notable for governance mapping.

The report confirms the reporting person is both beneficiary and trustee of multiple trusts that together hold 47,746,394 shares, and that he exercises sole voting and dispositive power over those shares. From a governance perspective, that concentration of indirect ownership is a key structural fact for assessing shareholder influence. The separate, disclosed events on 08/08/2025—vesting of 132,918 RSUs and disposal of 52,304 shares at $1.73—appear as routine equity-compensation and liquidity actions rather than indications of governance conflict or regulatory concern in the filing itself.

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

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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^*

KROHN TRACY W

(Last) (First) (Middle)

5718 WESTHEIMER RD, SUITE 700

(Street)

HOUSTON TX 77057

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
W&T OFFSHORE INC [ WTI ]

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

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

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

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	08/08/2025		M		132,918	A(1)	(2)	825,660	D
Common Stock	08/08/2025		F		52,304	D	$1.73	773,356	D
Common Stock								47,746,394	I	By Trusts(3)

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	(2)	08/08/2025		M			132,918	(1)	(1)	Common Stock	132,918	$0	265,836	D

Explanation of Responses:

1. On August 8, 2025, the reporting person's 132,918 restricted stock units, which were granted on August 8, 2024, vested, and the reporting person received 132,918 shares of common stock. This represents the vesting of the first tranche of the grant.

2. Each restricted stock unit represents a contingent right to receive one share of common stock or its cash equivalent, as determined at the time of settlement by WTI. Each grant of restricted stock units vests in three installments.

3. Includes shares held by the Tracy William Krohn Living Trust, the Tracy William Krohn 2008 JFF Trust and the Tracy William Krohn Exempt AKF Descendant's Trust. The reporting person is the beneficiary and trustee and exercises sole voting and dispositive power over the shares held by these trusts.

	/s/ Steven Lackey, as attorney-in-fact	08/12/2025
	** 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.
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FAQ

What did Tracy W. Krohn report on the Form 4 for W&T Offshore (WTI)?

The Form 4 reports that on 08/08/2025 132,918 RSUs vested into 132,918 shares, and the reporting person disposed of 52,304 shares at $1.73 per share.

How many shares does Tracy W. Krohn hold directly after the reported transactions?

Following the reported transactions the filing shows 773,356 shares held directly by the reporting person.

How many shares are held indirectly by trusts and what control does the reporting person have?

The filing discloses 47,746,394 shares held by the Tracy William Krohn Living Trust and related trusts; the reporting person is the beneficiary and trustee and exercises sole voting and dispositive power.

How many restricted stock units remain after the transactions?

The Form 4 shows 265,836 restricted stock units beneficially owned following the reported transactions.

When were the granted RSUs originally issued?

The RSUs subject to the reported vesting were granted on 08/08/2024 and vest in three installments; the filing notes the August 8, 2025 vesting was the first tranche.