Sec Form 3 Filing - Stewart Michael David @ TEAM INC - 2025-10-24

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
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1. Name and Address of Reporting Person
Stewart Michael David
2. Issuer Name and Ticker or Trading Symbol
TEAM INC [ TISI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
13131 DAIRY ASHFORD, SUITE 600
3. Date of Earliest Transaction (MM/DD/YY)
10/24/2025
(Street)
SUGAR LAND, TX77478
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
Series B Preferred Stock 75,000 I By InspectionTech Holdings LP ( 1 )
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
Tranche A Warrants $ 23 09/11/2025 09/11/2035 Common Stock 982,371 ( 2 ) I By InspectionTech Holdings LP ( 1 )
Tranche B Warrants $ 50 09/11/2025 09/11/2035 Common Stock 470,889 ( 2 ) I By InspectionTech Holdings LP ( 1 )
Delayed Draw Preferred Shares (obligation to buy) $ 1,000 09/11/2025 09/11/2027 Series B Preferred Stock ( 3 ) 30,000 ( 3 ) I By InspectionTech Holdings LP ( 1 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Stewart Michael David
13131 DAIRY ASHFORD, SUITE 600
SUGAR LAND, TX77478
X
Signatures
/s/ Michael David Stewart 11/03/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )InspectionTech Holdings LP (the "Stellex SPV") is an affiliate of Stellex Capital Management LLC, of which the Reporting Person is a managing member. As a result of this relationship, the Reporting Person may be deemed to have investment and voting control over the securities held of record by the Stellex SPV.
( 2 )The warrants contain provisions preventing exercise if such exercise would result in the Stellex SPV beneficially owning greater than 4.99% of the Common Stock when aggregated with all other shares of Common Stock beneficially owned.
( 3 )Upon each issuance of 5,000 Delayed Draw Preferred Shares, the Issuer will issue to Stellex SPV an additional 65,491 Tranche A Warrants (the "Additional Tranche A Warrants") and an additional 31,393 Tranche B Warrants (the "Additional Tranche B Warrants") on substantially similar terms as the warrants reported herein, except that upon each issuance of Delayed Draw Preferred Shares on or after December 10, 2025, any Additional Tranche A Warrants issued shall have an initial exercise price the lesser of (x) $30.00 and (y) 110% of the 30-day volume weighted average price of the Common Stock, subject to adjustments. Any Additional Tranche B Warrants issued shall have an initial exercise price of $50.00 per share, subject to adjustments.

Remarks:
Exhibit 24 - Power of Attorney.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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