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  4. [Form 4] EXPRO GROUP HOLDINGS N.V. Insider Trading Activity

Expro Group (XPRO) director gets 8,907 RSUs and sells 6,168 shares

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

Rhea-AI Filing Summary

EXPRO GROUP HOLDINGS N.V. director Eileen Goss Whelley reported both an equity award and a routine share sale. She received 8,907 restricted stock units as annual compensation for non-employee directors, which will vest on June 1, 2027, with each unit delivering one common share at vesting. She also sold 6,168 common shares in an open-market transaction at an average price of $15.1425 per share under a Rule 10b5-1 trading plan adopted to satisfy her tax liabilities, and now holds 47,648 common shares directly.

Positive

  • None.

Negative

  • None.
Insider Whelley Eileen Goss
Role null
Sold 6,168 shs ($93K)
Type Security Shares Price Value
Sale Common Stock, nominal value Euro0.06 6,168 $15.1425 $93K
Grant/Award Common Stock, nominal value Euro0.06 8,907 $0.00 --
Holdings After Transaction: Common Stock, nominal value Euro0.06 — 47,648 shares (Direct, null)
Footnotes (1)
  1. Represents 8,907 restricted stock units ("RSUs") granted under the Expro Group Holdings N.V. 2022 Long-Term Incentive Plan as annual compensation to the non-employee members of the Board of Directors of the Issuer. Each RSU represents a contingent right to receive, upon vesting, one share of common stock, nominal value Euro0.06 per share, of the Issuer. The RSUs vest on June 1, 2027. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 16, 2025 to satisfy the reporting person's tax liabilities.
Shares sold 6,168 shares Open-market sale of common stock
Sale price $15.1425 per share Average price for the 6,168-share sale
RSUs granted 8,907 RSUs Annual compensation for non-employee director
RSU vesting date June 1, 2027 Vesting date for 8,907 restricted stock units
Shares held after transactions 47,648 shares Director’s direct holdings following reported sale
restricted stock units ("RSUs") financial
"Represents 8,907 restricted stock units ("RSUs") granted under the Expro Group Holdings N.V. 2022 Long-Term Incentive Plan"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
annual compensation financial
"RSUs granted under the Expro Group Holdings N.V. 2022 Long-Term Incentive Plan as annual compensation to the non-employee members"
non-employee members of the Board of Directors other
"as annual compensation to the non-employee members of the Board of Directors of the Issuer"
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Form 4 Insider Transactions: What Each Field Means →
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).
X
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*
Whelley Eileen Goss
(Last)(First)(Middle)
C/O EXPRO GROUP HOLDINGS N.V.
1311 BROADFIELD BLVD., SUITE 400
(Street)
HOUSTON TEXAS 77084
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
EXPRO GROUP HOLDINGS N.V. [ XPRO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		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 Stock, nominal value Euro0.06(1)06/01/2026A8,907A$053,816D
Common Stock, nominal value Euro0.0606/03/2026S(2)6,168D$15.142547,648D
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
Explanation of Responses:
1. Represents 8,907 restricted stock units ("RSUs") granted under the Expro Group Holdings N.V. 2022 Long-Term Incentive Plan as annual compensation to the non-employee members of the Board of Directors of the Issuer. Each RSU represents a contingent right to receive, upon vesting, one share of common stock, nominal value Euro0.06 per share, of the Issuer. The RSUs vest on June 1, 2027.
2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 16, 2025 to satisfy the reporting person's tax liabilities.
/s/ Josh Hancock, as Attorney-in-Fact06/03/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did XPRO director Eileen Goss Whelley report?

Eileen Goss Whelley reported a grant of 8,907 restricted stock units and an open-market sale of 6,168 common shares. These transactions reflect routine board compensation and a planned sale linked to tax obligations under a Rule 10b5-1 trading plan.

How many EXPRO (XPRO) shares did the director sell and at what price?

She sold 6,168 shares of EXPRO common stock in an open-market transaction at an average price of $15.1425 per share. The filing notes the sale occurred under a pre-arranged Rule 10b5-1 trading plan adopted to address her personal tax liabilities.

What equity award did the EXPRO (XPRO) director receive in this Form 4?

She received 8,907 restricted stock units as annual compensation under Expro Group Holdings N.V.’s 2022 Long-Term Incentive Plan for non-employee directors. Each RSU converts into one common share upon vesting, providing stock-based compensation instead of cash.

When do the reported EXPRO (XPRO) restricted stock units vest?

The 8,907 restricted stock units vest on June 1, 2027. Once vested, each unit entitles the director to receive one share of EXPRO common stock, aligning director compensation with long-term shareholder interests over a multi-year period.

How many EXPRO (XPRO) shares does the director hold after these transactions?

Following the reported sale, the director holds 47,648 EXPRO common shares directly. This figure reflects her remaining equity position after selling 6,168 shares and receiving the new restricted stock unit award reported in the same Form 4 filing.

Were the EXPRO (XPRO) share sales discretionary or pre-planned?

The sales were executed under a Rule 10b5-1 trading plan adopted by the director to satisfy tax liabilities. Such plans are pre-arranged trading programs, meaning the timing of sales is set in advance rather than based on short-term market movements.