LILLIE JAMES E - 14 Feb 2025 Form 3 Insider Report for ACUREN CORP (TIC)

Role: Director
Signature: /s/ Fiona Sutherland, Attorney-in-Fact
Issuer symbol: TIC
Transactions as of: 14 Feb 2025
Transactions value $: $0
Form type: 3
Filing time: 14 Feb 2025, 16:30:14 UTC
Previous filing: 03 Jan 2025
Next filing: 05 Mar 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	TIC	Common Stock						1,746,169	14 Feb 2025	By Mariposa Acquisition IX, LLC	F1

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
holding	TIC	Restricted Stock Units							14 Feb 2025	Common Stock	10,000		Direct	F2, F3
holding	TIC	Series A Preferred Stock							14 Feb 2025	Common Stock	92,500		By Mariposa Acquisition IX, LLC	F1, F4

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

Explanation of Responses:

Id	Content
F1	Mariposa Acquisition IX, LLC directly holds (i) 18,877,500 shares of Common Stock and (ii) 1,000,000 shares of Series A Preferred Stock convertible into shares of Common Stock for no additional consideration as set forth below. Mr. Lillie holds a limited liability company interest in Mariposa Acquisition IX, LLC and, as a result, may be deemed to have a pecuniary interest in approximately (i) 1,746,169 shares of Common Stock and (ii) 92,500 shares of Common Stock issuable upon conversion of the Series A Preferred Stock held by Mariposa Acquisition IX, LLC. Mr. Lillie disclaims beneficial ownership of the shares of Common Stock and Series A Preferred Stock held directly by Mariposa Acquisition IX, LLC except to the extent of his pecuniary interest therein. Mr. Lillie does not have beneficial ownership over the shares of Common Stock and Series A Preferred Stock held directly by Mariposa Acquisition IX, LLC.
F2	These restricted stock units vest on July 30, 2025 (the one-year anniversary of the grant date).
F3	Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
F4	The Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of Common Stock for no additional consideration. The Series A Preferred Stock shall automatically convert into Common Stock upon the earlier of (i) immediately following the "change of control dividend date" (as defined in the Issuer's certificate of incorporation) and (ii) December 31, 2034.

Remarks:

See Exhibit 24.1 - Power of Attorney