EXPRO GROUP HOLDINGS N.V. — Director's Dealing 2021

Oct 4, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: EXPRO GROUP HOLDINGS N.V. (XPRO)
CIK: 0001575828
Period of Report: 2021-10-01

Reporting Person: Bentham Michael (Principal Accounting Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, nominal value Euro0.06	10509	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$17.08	2028-02-04	Common Stock (123610)		Direct

Footnotes

F1: Consists of a right to receive 10,509 shares of common stock, nominal value Euro0.06, of the Issuer ("Common Stock") as soon as reasonable practicable following the Effective Time (as defined in that certain Agreement and Plan of Merger between the Issuer, New Eagle Holdings Limited and Expro Group Holdings International Limited, dated March 10, 2021 (the "Merger Agreement")) as a result of the acceleration and cancellation of 8,671 restricted stock units of Expro Group Holdings International Limited upon the consummation of the transactions contemplated by the Merger Agreement.

F2: Represents stock options to purchase 123,610 shares of Common Stock received by the Reporting Person upon assumption and adjustment of 101,989 stock options of Expro Group Holdings International Limited upon the consummation of the transactions contemplated by the Merger Agreement. 39,586 of the stock options are vested and the remaining 84,024 stock options will vest as follows: (i) 13,195 will vest on 02/05/2022 and (ii) 70,829 will vest upon satisfaction of internal rate of return thresholds.