STOCK TITAN

XPEL Insider Filing: CFO Adds Net 481 Shares in Routine RSU Vest

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

Rhea-AI Filing Summary

XPEL, Inc. (ticker: XPEL) filed a Form 4 on 20 June 2025 disclosing routine equity transactions by Senior Vice President & Chief Financial Officer Barry Wood. The earliest transaction date reported is 19 June 2025.

Mr. Wood exercised 637 Restricted Stock Units (RSUs) that had vested under the company’s 2020 Equity Incentive Plan (transaction code M). Each RSU converts into one share of common stock, increasing his direct share ownership to 27,134 shares immediately after the conversion.

To satisfy statutory tax-withholding requirements, he executed a sell-to-cover of 156 shares at $36.14 per share (transaction code F). After the withholding sale, his direct holdings stand at 26,978 shares, reflecting a net increase of 481 shares for the reporting date.

On the derivative side, the conversion reduced Mr. Wood’s outstanding RSU balance by the same 637 units, leaving 1,274 RSUs unvested/undelivered. No options, warrants, or other derivatives were involved, and no cash proceeds were reported on the conversion itself.

Investment relevance: The filing represents a standard annual RSU vesting event by a senior officer with a modest dollar value relative to XPEL’s public float. There are no indications of discretionary open-market buying or large discretionary selling; therefore, the filing is considered routine with limited direct market impact.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine RSU vesting; modest net share increase; neutral market impact.

The CFO converted 637 RSUs and sold 156 shares for taxes, netting +481 shares. Post-transaction holdings are 26,978 common shares plus 1,274 unvested RSUs. No open-market purchases or large disposals occurred, so the action neither signals bullish conviction nor insider concern. Dollar value (~$23k for the withheld sale) is immaterial versus XPEL’s market cap. I classify the disclosure as neutral to share-price outlook.

TL;DR: Compliance event under 2020 plan; aligns pay with performance.

The trigger is the scheduled vesting of RSUs granted in 2023. Annual four-year vesting aligns executive incentives with shareholder value, and the CFO is retaining the majority of the shares—consistent with good governance practices. The Rule 10b5-1 safe-harbor box is unchecked, indicating the transactions were not pre-programmed, but the predictable cadence reduces window-dressing concerns. Materiality is low; no red flags detected.

Insider Wood Barry
Role Senior Vice President/CFO
Type Security Shares Price Value
Exercise Restricted Stock Units 637 $0.00 --
Exercise Common Stock 637 $0.00 --
Tax Withholding Common Stock 156 $36.14 $6K
Holdings After Transaction: Restricted Stock Units — 1,274 shares (Direct); Common Stock — 27,134 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock. On June 19, 2023, the Reporting Person was granted 2,548 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.
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
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*
Wood Barry

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

(Street)
SAN ANTONIO TX 78215

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
XPEL, Inc. [ XPEL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Senior Vice President/CFO
3. Date of Earliest Transaction (Month/Day/Year)
06/19/2025
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 06/19/2025 M 637 A (1) 27,134 D
Common Stock 06/19/2025 F 156 D $36.14 26,978 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 (1) 06/19/2025 M 637 (2) (2) Common Stock 637 $0 1,274 D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock.
2. On June 19, 2023, the Reporting Person was granted 2,548 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 Wood 06/20/2025
** 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.
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.

FAQ

What did XPEL CFO Barry Wood report in the 20 June 2025 Form 4?

He converted 637 RSUs into common stock and sold 156 shares at $36.14 for tax withholding.

How many XPEL shares does Barry Wood now hold after the reported transactions?

He directly owns 26,978 common shares and still has 1,274 unvested RSUs.

Was there any open-market purchase of XPEL shares by the insider?

No. The only sale was a tax-withholding sell-to-cover; no discretionary buying or selling occurred.

What price was used for the tax-withholding sale of XPEL shares?

The 156 shares were sold at $36.14 per share.

Does the Form 4 filing indicate the use of a Rule 10b5-1 trading plan?

No. The checkbox for transactions under Rule 10b5-1(c) is not marked.