Steven J. Russell - Feb 18, 2022 Form 4 Insider Report for EXPRO GROUP HOLDINGS N.V. (XPRO)

Role: Chief Technology Officer
Signature: /s/ Josh Hancock, as Attorney-in-Fact
Stock symbol: XPRO
Transactions as of: Feb 18, 2022
Transactions value $: -$107,964
Form type: 4
Date filed: 2/22/2022, 04:44 PM
Previous filing: Jan 3, 2022
Next filing: Jul 1, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	XPRO	Common stock, nominal value Euro0.06	Options Exercise		+2.87K	+6.24%		48.9K	Feb 18, 2022	Direct	F1
transaction	XPRO	Common stock, nominal value Euro0.06	Tax liability	-$19.3K	-1.28K	-2.62%	$15.05	47.6K	Feb 18, 2022	Direct	F2
transaction	XPRO	Common stock, nominal value Euro0.06	Options Exercise		+1.69K	+3.54%		49.3K	Feb 19, 2022	Direct	F1
transaction	XPRO	Common stock, nominal value Euro0.06	Award		+6.03K	+12.23%		55.3K	Feb 19, 2022	Direct	F3
transaction	XPRO	Common stock, nominal value Euro0.06	Options Exercise		+6.78K	+12.26%		62.1K	Feb 22, 2022	Direct	F1
transaction	XPRO	Common stock, nominal value Euro0.06	Tax liability	-$88.7K	-5.97K	-9.61%	$14.86	56.1K	Feb 22, 2022	Direct	F4, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	XPRO	Restricted Stock Unit	Options Exercise	$0	-2.87K	-10.33%	$0.00	24.9K	Feb 18, 2022	Common Stock	2.87K		Direct	F1, F6
transaction	XPRO	Restricted Stock Unit	Options Exercise	$0	-1.69K	-6.77%	$0.00	23.2K	Feb 19, 2022	Common Stock	1.69K		Direct	F1, F7
transaction	XPRO	Restricted Stock Unit	Options Exercise	$0	-6.78K	-29.21%	$0.00	16.4K	Feb 22, 2022	Common Stock	6.78K		Direct	F1, F8, F9

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Restricted stock units ("RSUs") convert into common stock, nominal value Euro0.06 per share, of the Issuer ("Common Stock") on a one-for-one basis.
F2	In connection with the vesting of shares of RSUs pursuant to the Expro Group Holdings N.V. 2013 Long-Term Incentive Plan, As Amended and Restated (the "LTIP"), the Issuer withheld vested shares to satisfy tax withholding obligations. The number of vested shares withheld was based on the closing price per share on February 17, 2022. The withholding of vested shares pursuant to this award was approved by the Board of Directors of the Issuer, and the number of shares indicated in this Form 4 was acquired as treasury stock by the Issuer.
F3	Represents shares of Common Stock received upon the vesting and settlement of the performance-based restricted stock units ("PRSUs") granted on February 19, 2019, under the LTIP. The PRSUs reported in this filing vested at 119.1% achievement.
F4	In connection with the vesting of shares of RSUs and PRSUs pursuant to the LTIP, the Issuer withheld vested shares to satisfy tax withholding obligations. The number of vested shares withheld was based on the closing price per share on February 18, 2022. The withholding of vested shares pursuant to this award was approved by the Board of Directors of the Issuer, and the number of shares indicated in this Form 4 was acquired as treasury stock by the Issuer.
F5	Includes 33,237 RSUs granted under the LTIP. Each RSU represents a contingent right to receive, upon vesting, one share of Common Stock. The RSUs vest as to one-third on each of February 22, 2023, February 22, 2024 and February 22, 2025.
F6	On February 18, 2020, the reporting person was granted 51,653 RSUs vesting ratably in three annual installments beginning on February 18, 2021, prior to giving effect to the 1 for 6 reverse stock split of the Issuer, which became effective on October 1, 2021.
F7	On February 19, 2019, the reporting person was granted 30,349 RSUs vesting ratably in three annual installments beginning on February 19, 2020, prior to giving effect to the 1 for 6 reverse stock split of the Issuer, which became effective on October 1, 2021.
F8	On February 22, 2021, the reporting person was granted 122,024 RSUs vesting ratably in three annual installments beginning on February 22, 2022, prior to giving effect to the 1 for 6 reverse stock split of the Issuer, which became effective on October 1, 2021.
F9	Consists of (ii) 13,558 RSUs that will vest 50% on February 22, 2023 and 50% on February 22, 2024, and (iii) 2,870 RSUs that will vest on February 18, 2023.