0001127602-23-001973.txt : 20230120 0001127602-23-001973.hdr.sgml : 20230120 20230120173149 ACCESSION NUMBER: 0001127602-23-001973 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230109 FILED AS OF DATE: 20230120 DATE AS OF CHANGE: 20230120 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sotirios Vahaviolos January 2023 2-Year Grantor Retained Annuity Trust CENTRAL INDEX KEY: 0001963130 STATE OF INCORPORATION: NJ FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34481 FILM NUMBER: 23542027 BUSINESS ADDRESS: STREET 1: C/O MISTRAS GROUP STREET 2: 195 CLARKSVILLE ROAD CITY: PRINCETON JUNCTION STATE: NJ ZIP: 08550 BUSINESS PHONE: 6103246463 MAIL ADDRESS: STREET 1: C/O MISTRAS GROUP STREET 2: 195 CLARKSVILLE ROAD CITY: PRINCETON JUNCTION STATE: NJ ZIP: 08550 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Mistras Group, Inc. CENTRAL INDEX KEY: 0001436126 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 223341267 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 195 CLARKSVILLE ROAD CITY: PRINCETON JUNCTION STATE: NJ ZIP: 08550 BUSINESS PHONE: 609-716-4000 MAIL ADDRESS: STREET 1: 195 CLARKSVILLE ROAD CITY: PRINCETON JUNCTION STATE: NJ ZIP: 08550 3 1 form3.xml PRIMARY DOCUMENT X0206 3 2023-01-09 0 0001436126 Mistras Group, Inc. MG 0001963130 Sotirios Vahaviolos January 2023 2-Year Grantor Retained Annuity Trust C/O MISTRAS GROUP 195 CLARKSVILLE ROAD PRINCETON JUNCTION NJ 08550 1 Common Stock 6734718 D Reporting person was established by the grantor, Sotirios Vahaviolos, Executive Chairman and Founder of the Issuer. The shares were acquired a gift by Dr. Vahaviolos. Dr. Vahaviolos' daughter, who does not reside with him, is the trustee for the the trust and will hold sole power over the voting and disposition of the shares of Mistras Group common stock held by the trust. Dr. Vahaviolos and the GRAT trustee have agreed that the GRAT will be subject to the issuer's insider trading compliance policy regarding the shares of Mistras Group common stock held by the trust. /s/ Michael C. Keefe, attorney-in-fact for Stephanie Foglia, Trustee 2023-01-20 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): POWER OF ATTORNEY OF STEPHANIE FOGLIA, TRUSTEE POWER OF ATTORNEY I, the undersigned, being a person required to file reports pursuant to Section?16 of the Securities Exchange Act of 1934 (the ?Section 16?) regarding the undersigned?s beneficial ownership of equity securities in Mistras?Group, Inc. (the??Company?), hereby constitute and appoint each of Michael Keefe, Edward Prajzner and Michael Kozole, signing singly, as my true and lawful attorney-in-fact to: (1) Prepare, execute in my name and on my behalf, and submit to the U.S. Securities and Exchange Commission (the??SEC?) a Form?ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling me to make electronic filings with the SEC of reports required by Section 16 or any rule or regulation of the SEC; (2) execute for and on my behalf, as a Section?16 reporting person of the Company, Forms 3, 4, and 5 in accordance with Section 16 and the rules thereunder, and any other forms or reports I may be required to file in connection with my ownership, acquisition, or disposition of securities of the Company; (3) do and perform any and all acts for and on my behalf which may be necessary or desirable to complete and execute any such Form?3, 4, or 5, or other form or report, and file such form or report with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be to my benefit, in my interest, or legally required by me, it being understood that the documents executed by such attorney-in-fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact?s discretion. I hereby grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact?s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. I acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section?16. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4, and 5 with respect to my holdings of and transactions in securities of the Company, unless earlier revoked by me. By executing this Power of Attorney, I revoke all powers of attorney previously executed by me regarding the powers and authority granted in this Power of Attorney. Dated: January 9, 2023 /s/ Stephanie Foglia Stephanie Folgia, as Trustee of the Sotirios Vahaviolos January 2023 2-Year Grantor Retained Annuity Trust