Mistras Group, Inc. — Director's Dealing 2023

Mar 20, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mistras Group, Inc. (MG)
CIK: 0001436126
Period of Report: 2023-03-17

Reporting Person: Keefe Michael C (EVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-17	Common Stock	F	2507	$5.58	Disposed	77637	Direct
2023-03-17	Common Stock	F	762	$5.62	Disposed	76875	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-17	Performance Share Unit	$0	J	11499	Disposed		Common Stock (11499)	Direct

Footnotes

F1: Represents shares withheld for payment of tax liability as a result of the vesting of restricted stock units.

F2: Transaction represents the expiration and forfeiture of performance units which were not earned because of the failure to meet the performance conditions.

F3: These performance share units vest to the extent earned in 2023 based upon performance metrics for 2022. The reporting person may earn between 0 and 200% of the units reported based on performance. Once earned, these performance share units will be paid in restricted stock units which will vest over 4 years.