Steven J. Russell - 18 Feb 2023 Form 4 Insider Report for EXPRO GROUP HOLDINGS N.V. (XPRO)

Role: Chief Technology Officer
Signature: /s/ Josh Hancock, as Attorney-in-Fact
Issuer symbol: XPRO
Transactions as of: 18 Feb 2023
Transactions value $: -$70,930
Form type: 4
Filing time: 21 Feb 2023, 15:53:45 UTC
Previous filing: 21 Feb 2023
Next filing: 23 Feb 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	XPRO	Common Stock, nominal value Euro0.01	Options Exercise		+2.87K	+5.01%		60.2K	18 Feb 2023	Direct	F1
transaction	XPRO	Common Stock, nominal value Euro0.01	Award		+5.23K	+8.68%		65.4K	18 Feb 2023	Direct	F2
transaction	XPRO	Common Stock, nominal value Euro0.01	Tax liability	-$70.9K	-3.42K	-5.22%	$20.77	62K	18 Feb 2023	Direct	F3, F4

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	-17.47%	$0.00	13.6K	18 Feb 2023	Common Stock	2.87K		Direct	F1, F5, F6

* 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	Represents shares of Common Stock received upon the vesting and settlement of the performance-based restricted stock units ("PRSUs") granted on February 18, 2020, under the Expro Group Holdings N.V. 2013 Long-Term Incentive Plan, As Amended and Restated. The PRSUs reported in this filing vested at 60.7% achievement.
F3	In connection with the vesting of shares of RSUs and PRSUs pursuant to the Expro Group Holdings N.V. 2022 Long-Term Incentive Plan (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, 2023. 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.
F4	Includes 33,237 RSUs that will vest ratably in three annual installments beginning on February 22, 2023.
F5	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.
F6	Consists of RSUs that will vest that will vest 50% on February 22, 2023 and 50% on February 22, 2024.