XPEL, Inc. (XPEL) CFO acquires stock through RSU vesting and tax withholding

Rhea-AI Filing Summary

XPEL, Inc. Senior Vice President and CFO Barry Wood acquired common stock through the vesting and settlement of restricted stock units. He received 2,446 shares of common stock and had 726 shares withheld at a price of $42.62 per share to cover taxes, leaving him with 30,088 directly owned shares.

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^*

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)
03/01/2026

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	03/01/2026		M		2,446	A	(1)	30,814	D
Common Stock	03/01/2026		F		726	D	$42.62	30,088	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)	03/01/2026		M			1,495	(2)	(2)	Common Stock	1,495	$0	4,487	D
Restricted Stock Units	(1)	03/01/2026		M			951	(3)	(3)	Common Stock	951	$0	1,902	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of XPEL common stock.

2. On March 1, 2025, the Reporting Person was granted 5,982 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.

3. On March 1, 2024, the Reporting Person was granted 3,804 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	03/03/2026
	** 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 insider transaction did XPEL (XPEL) report for CFO Barry Wood?

XPEL reported that CFO Barry Wood acquired common stock through the vesting of restricted stock units. The transaction reflects equity compensation converting into 2,446 common shares, with a portion withheld to satisfy tax obligations rather than an open-market purchase or sale.

How many XPEL shares did the CFO receive and dispose of in this Form 4?

Barry Wood received 2,446 shares of XPEL common stock from restricted stock units. Of these, 726 shares were disposed of at $42.62 per share to cover tax liabilities, leaving him with a larger direct ownership position after the equity award settlement.

What is Barry Wood’s XPEL share ownership after the reported transactions?

After the reported equity award transactions, Barry Wood directly owns 30,088 shares of XPEL common stock. This figure reflects the net result of shares issued from restricted stock unit vesting and shares withheld to satisfy associated tax obligations on the award.

What do the restricted stock units in the XPEL filing represent?

Each restricted stock unit represents a contingent right to receive one share of XPEL common stock. The RSUs referenced were granted under the XPEL 2020 Equity Incentive Plan and vest in four equal annual installments, subject to the executive’s continuous service with the company.

How were the XPEL CFO’s restricted stock units structured to vest over time?

RSUs granted to the CFO on March 1, 2024 and March 1, 2025 vest annually in four equal installments. Vesting is contingent on his remaining in continuous service, meaning additional common shares may be delivered in future years as the remaining installments vest.