Expro officer acquires shares via ESPP

EXPRO GROUP HOLDINGS N.V.

Rhea-AI Filing Summary

EXPRO GROUP HOLDINGS N.V. Principal Accounting Officer Michael Bentham acquired 877 shares of common stock through the company’s Employee Stock Purchase Plan for the period from January 1, 2026 through June 30, 2026.

The shares were bought at 85% of the December 31, 2025 closing price, and his direct holdings after this transaction total 63,918 shares, including restricted stock units scheduled to vest between February 22, 2027 and February 22, 2028.

Insider Trade Summary

Grant/Award: 877 shares

Grant/Award 1 txn

Insider Bentham Michael

Role Principal Accounting Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, nominal value Euro0.06	877	$13.35	$12K

Holdings After Transaction: Common Stock, nominal value Euro0.06 — 63,918 shares (Direct)

Footnotes (3)

1. F1. The reporting person is voluntarily reporting the acquisition of common stock pursuant to the Issuer's Employee Stock Purchase Plan (the "ESPP") for the period January 1, 2026 through June 30, 2026. This transaction is exempt under Rule 16(b)-3(c).
2. F2. In accordance with the ESPP, these shares were purchased at 85% of the closing price of the Issuer's common stock on December 31, 2025.
3. F3. Also includes (i) 2,804 RSUs that will vest on February 22, 2027, (ii) 10,956 RSUs that will vest 50% on February 22, 2027 and 50% on February 22, 2028 and (iii) 13,980 RSUs that will vest ratably in three annual installments beginning on February 22, 2027.

Key Figures

ESPP shares acquired: 877 shares Transaction price per share: $13.35 per share Post-transaction holdings: 63,918 shares +4 more

7 metrics

ESPP shares acquired 877 shares Employee Stock Purchase Plan period Jan 1, 2026–Jun 30, 2026

Transaction price per share $13.35 per share Price reported for 877 acquired shares

Post-transaction holdings 63,918 shares Total direct common stock holdings after ESPP acquisition

ESPP discount 85% of closing price Based on December 31, 2025 Expro common stock close

RSUs vesting on Feb 22, 2027 2,804 RSUs Single-tranche RSUs vesting on February 22, 2027

Two-tranche RSUs 10,956 RSUs Vests 50% on Feb 22, 2027 and 50% on Feb 22, 2028

Three-year RSU grant 13,980 RSUs Vests ratably in three annual installments from Feb 22, 2027

Key Terms

Employee Stock Purchase Plan, ESPP, Rule 16(b)-3(c), RSUs, +1 more

5 terms

Employee Stock Purchase Plan financial

"acquisition of common stock pursuant to the Issuer's Employee Stock Purchase Plan (the "ESPP")"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

ESPP financial

"In accordance with the ESPP, these shares were purchased at 85% of the closing price"

An Employee Stock Purchase Plan (ESPP) is a company program that lets employees buy the company’s shares at a reduced price, usually by setting aside a small portion of their pay over time. It matters to investors because it encourages employees to own part of the business—like giving staff a discounted membership— which can boost commitment and performance, while also potentially increasing the number of shares available and affecting shareholder value.

Rule 16(b)-3(c) regulatory

"This transaction is exempt under Rule 16(b)-3(c)."

RSUs financial

"Also includes (i) 2,804 RSUs that will vest on February 22, 2027"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Principal Accounting Officer financial

"Bentham Michael ... officer_title": "Principal Accounting Officer""

The Principal Accounting Officer is the person responsible for making sure a company's financial records are accurate and follow the rules. They play a key role in preparing financial reports that show how well the company is doing. This helps investors, managers, and regulators trust the company's financial information.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Expro (XPRO) officer Michael Bentham report in this Form 4?

Michael Bentham, Principal Accounting Officer of Expro, reported acquiring 877 shares of common stock through the company’s Employee Stock Purchase Plan. This covers the purchase period from January 1, 2026 through June 30, 2026 and reflects a routine compensation-related acquisition.

At what price did Michael Bentham acquire Expro (XPRO) shares under the ESPP?

The shares were purchased at 85% of Expro’s common stock closing price on December 31, 2025, as specified by the Employee Stock Purchase Plan. The Form 4 also notes a transaction price per share of $13.35 for the 877 acquired shares during this offering period.

How many Expro (XPRO) shares does Michael Bentham hold after this transaction?

After acquiring 877 shares, Michael Bentham directly holds 63,918 Expro common shares. This figure includes previously granted restricted stock units that are scheduled to vest between February 22, 2027 and February 22, 2028, reflecting his ongoing equity-based compensation position.

What restricted stock units (RSUs) are included in Michael Bentham’s Expro (XPRO) holdings?

His holdings include 2,804 RSUs vesting on February 22, 2027, 10,956 RSUs vesting 50% on February 22, 2027 and 50% on February 22, 2028, and 13,980 RSUs vesting in three annual installments starting February 22, 2027, all subject to continued service conditions.

Is Michael Bentham’s Expro (XPRO) ESPP acquisition an open-market purchase?

No, the acquisition is through Expro’s Employee Stock Purchase Plan and is coded as a grant or award acquisition. The transaction is exempt under Rule 16(b)-3(c), meaning it is treated as a routine, board-approved employee benefit rather than a discretionary open-market trade.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/01/2026 - 12:34 PM EDT Learn about SEC filing dates

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^*

Bentham Michael

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Principal Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, nominal value Euro0.06(1)	06/30/2026		A	V	877	A	$13.35(2)	63,918(3)	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

Explanation of Responses:

1. The reporting person is voluntarily reporting the acquisition of common stock pursuant to the Issuer's Employee Stock Purchase Plan (the "ESPP") for the period January 1, 2026 through June 30, 2026. This transaction is exempt under Rule 16(b)-3(c).

2. In accordance with the ESPP, these shares were purchased at 85% of the closing price of the Issuer's common stock on December 31, 2025.

3. Also includes (i) 2,804 RSUs that will vest on February 22, 2027, (ii) 10,956 RSUs that will vest 50% on February 22, 2027 and 50% on February 22, 2028 and (iii) 13,980 RSUs that will vest ratably in three annual installments beginning on February 22, 2027.

	/s/ Josh Hancock, as Attorney-in-Fact	07/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)