Sec Form 4 Filing - Tattoli Mark Damian @ Core Laboratories Inc. /DE/ - 2024-02-15

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Tattoli Mark Damian
2. Issuer Name and Ticker or Trading Symbol
Core Laboratories Inc. /DE/ [ CLB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Gen Counsel & Secretary
(Last) (First) (Middle)
6316 WINDFERN ROAD
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2024
(Street)
HOUSTON, TX77040
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Shares $ 0 02/15/2024 A 38,002 ( 1 )( 2 ) ( 1 )( 2 ) Common Stock 38,002 $ 0 38,002 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Tattoli Mark Damian
6316 WINDFERN ROAD
HOUSTON, TX77040
SVP, Gen Counsel & Secretary
Signatures
/s/ Mark D. Tattoli 02/15/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This award vests at the end of a three-year performance period that began on January 1, 2024 and ends on December 31, 2026 (the "Performance Period"). This award survives termination of employment due to death, disability, termination by the Company without cause or retirement by the employee upon having reached 62 years of age. In all cases, the shares will vest, if at all, at the end of the Performance Periodas follows: 50% of the award will vest if the Company is in the top 35th percentile of Return on Invested Capital (ROIC) among the Bloomberg Peer Group (BPG), 100% of the award will vest if the Company is in the top 55th percentile of ROIC of the BPG, and 175% of the award will vest if the Company is in the top 85th percentile of ROIC of the BPG, as measured and determined by the Compensation Committee at the end of the Performance Period.
( 2 )The number of common shares vesting pursuant to the award will be interpolated on a straight-line basis between the 35th and 55th percentile (equivalent to 50% up to 100% of the award) and again between the 55th and 85th percentile (equivalent to 100% up to 175% of the award).The number of common shares that could vest over 100% of the award up to the maximum of 175% of the award, if any, will be reduced by one-half if absolute total shareholder return for the Performance Period is negative, as measured and determined by the Compensation Committee at the end of the Performance Period.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.