STOCK TITAN

XPEL (XPEL) CEO gains stock awards, with shares withheld for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

XPEL, Inc. President and CEO Ryan Pape reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 19, 2026, he received 3,026 shares of common stock as a grant or award and acquired 1,990 shares of common stock through the exercise of restricted stock units. To cover tax obligations, 1,222 shares of common stock were disposed of at $45.45 per share via tax-withholding transactions, not open-market sales. Following these transactions, he directly holds 1,088,307 shares of XPEL common stock and continues to hold 1,991 restricted stock units, each representing a right to receive one share upon vesting.

Positive

  • None.

Negative

  • None.
Insider Pape Ryan
Role President and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 1,990 $0.00 --
Exercise Common Stock 1,990 $0.00 --
Tax Withholding Common Stock 485 $45.45 $22K
Grant/Award Common Stock 3,026 $0.00 --
Tax Withholding Common Stock 737 $45.45 $33K
Holdings After Transaction: Restricted Stock Units — 1,991 shares (Direct, null); Common Stock — 1,085,766 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock. Represents performance-based restricted stock units (PSUs). Each PSU represents a contingent right to receive one share of the Issuer's common stock. The PSUs were originally granted to the Reporting Person on June 19, 2023, and are eligible to vest only upon the achievement of company performance objectives. The PSUs reflected in this row represent the portion of the award that vested as a result of the achievement of the performance objectives. On June 19, 2023, the Reporting Person was granted 7,962 RSUs pursuant to the XPEL 2020 Equity Incentive Plan which was approved by the Board of Directors and stockholders. Provided the reporting person remains in continuous service, RSUs vest annually in four equal installments beginning on the first anniversary of the grant.
Tax-withheld shares 1,222 shares Common stock disposed to cover exercise price or tax liability at $45.45 per share on June 19, 2026
Tax-withholding price $45.45 per share Value used for 1,222 common shares disposed in tax-withholding transactions
Share grant 3,026 shares Common stock acquired as a grant or award on June 19, 2026
RSU exercise into common 1,990 shares Common stock acquired via exercise of restricted stock units on June 19, 2026
Shares held after transactions 1,088,307 shares Total XPEL common shares directly owned by CEO following reported transactions
RSUs remaining 1,991 units Restricted stock units held after derivative transaction, each convertible into one common share
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units (PSUs) financial
"Represents performance-based restricted stock units (PSUs). Each PSU represents a contingent right to receive one share of the Issuer's common stock."
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
XPEL 2020 Equity Incentive Plan financial
"On June 19, 2023, the Reporting Person was granted 7,962 RSUs pursuant to the XPEL 2020 Equity Incentive Plan which was approved by the Board of Directors and stockholders."
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SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Pape Ryan

(Last)(First)(Middle)
711 BROADWAY STREET
SUITE 320

(Street)
SAN ANTONIO TEXAS 78215

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
XPEL, Inc. [ XPEL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/19/2026M1,990A(1)1,085,766D
Common Stock06/19/2026F485D$45.451,085,281D
Common Stock06/19/2026A3,026(2)A$01,088,307D
Common Stock06/19/2026F737D$45.451,087,570D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)06/19/2026M1,990 (3) (3)Common Stock1,990$01,991D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock.
2. Represents performance-based restricted stock units (PSUs). Each PSU represents a contingent right to receive one share of the Issuer's common stock. The PSUs were originally granted to the Reporting Person on June 19, 2023, and are eligible to vest only upon the achievement of company performance objectives. The PSUs reflected in this row represent the portion of the award that vested as a result of the achievement of the performance objectives.
3. On June 19, 2023, the Reporting Person was granted 7,962 RSUs pursuant to the XPEL 2020 Equity Incentive Plan which was approved by the Board of Directors and stockholders. Provided the reporting person remains in continuous service, RSUs vest annually in four equal installments beginning on the first anniversary of the grant.
Remarks:
/s/ Barry R. Wood, XPEL Senior Vice President/CFO (Attorney-in-Fact)06/23/2026
** Signature of Reporting PersonDate
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did XPEL (XPEL) CEO Ryan Pape report?

Ryan Pape reported equity compensation activity, including a grant of 3,026 common shares, vesting of 1,990 shares from restricted stock units, and 1,222 shares withheld at $45.45 per share to satisfy tax obligations.

Did the XPEL (XPEL) CEO sell shares in the open market?

The filing shows no open-market sales. Instead, 1,222 shares of common stock were disposed of through tax-withholding transactions at $45.45 per share to cover exercise price or tax liabilities on equity awards.

How many XPEL (XPEL) shares does CEO Ryan Pape hold after these transactions?

After these transactions, Ryan Pape directly holds 1,088,307 shares of XPEL common stock. He also holds 1,991 restricted stock units, each representing a contingent right to receive one additional share of common stock upon vesting.

What equity awards did the XPEL (XPEL) CEO receive in this Form 4?

The CEO received 3,026 shares of common stock as a grant or award and 1,990 shares through the exercise of restricted stock units. These awards are part of his equity compensation and were reported as non-derivative acquisitions.

What is the role of restricted stock units (RSUs) in the XPEL (XPEL) CEO’s compensation?

Each restricted stock unit represents a contingent right to receive one XPEL common share. RSUs and performance-based PSUs vest over time or upon achieving performance objectives, providing long-term equity-based compensation to the CEO under XPEL’s equity incentive plan.

At what price were XPEL (XPEL) shares used for tax withholding?

Shares used for tax withholding were valued at $45.45 per share. A total of 1,222 common shares were withheld at this price in tax-withholding disposition transactions to satisfy exercise price or tax liabilities related to the CEO’s equity awards.