Director Vermillion Charles Richard Jr. disposed of 363,944 shares and acquired 39,944 shares (SEC Form 4)
$DTI
Oil and Gas Field Machinery
Consumer Discretionary
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Drilling Tools International Corp [ DTI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/28/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | ||||||
| Common Stock | 11/28/2025 | J | 36,000 | D | $0.00 | 327,944(1) | I | By MV Partners I, LP(2) | ||
| Common Stock | 11/28/2025 | J | 144,000 | D | $0.00 | 183,944 | I | By MV Partners I, LP(2) | ||
| Common Stock | 11/28/2025 | J | 39,944 | D | $0.00 | 144,000 | I | By MV Partners I, LP(2) | ||
| Common Stock | 11/28/2025 | J | 39,944 | A | $0.00 | 39,944 | I | By MV Partners, Inc.(2) | ||
| Common Stock | 12/10/2025 | J | 144,000 | D | $0.00 | 0 | I | By MV Partners I, LP.(3) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
| Explanation of Responses: |
| 1. A scrivener's error in the reporting person's prior Form 4 filed on September 16, 2025, resulted in a 300-share understatement of the amount of shares beneficially owned by MV Partners I, LP prior to the distributions reported herein. The amounts reported in this Form 4 reflect the corrected holdings. |
| 2. On November 28, 2025, MV Partners I, LP ("MV Partners") made a distribution of shares of common stock, par value $0.001 per share (the "Common Stock") of Drilling Tools International Corporation (the "Company") to MV Partners' limited partners and to MV Partners, Inc. The Reporting Person is the sole owner and Chairman of the Board of Directors of MV Partners, Inc., the general partner of MV Partners I. Mr. Vermillion disclaims any beneficial ownership of any shares of Common Stock held by MV Partners, other than his pecuniary interests therein. |
| 3. On December 4, 2025, MV Partners made a distribution of shares of Common Stock of the Company to one of MV Partners' limited partners. The Reporting Person is the sole owner and Chairman of the Board of Directors of MV Partners, Inc., the general partner of MV Partners. Mr. Vermillion disclaims any beneficial ownership of any shares of Common Stock held by MV Partners, other than his pecuniary interests therein. |
| /s/ C. Richard Vermillion | 12/10/2025 | |
| ** Signature of Reporting Person | Date | |
| 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. | ||