SEC FORM 4 SEC Form 4
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*
LILLIE JAMES E

(Last) (First) (Middle)
C/O ACUREN CORPORATION
14434 MEDICAL COMPLEX DRIVE, SUITE 100

(Street)
TOMBALL TX 77377

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ACUREN CORP [ TIC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 07/30/2025 M 10,000 A $0(1) 10,000 D
Common Stock 1,746,169(2) I By Mariposa Acquisition IX, LLC(2)
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 (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
Restricted Stock Units (3) 07/30/2025 M 10,000 (4) (4) Common Stock 10,000 $0.00 0 D
Restricted Stock Units (3) 07/31/2025 A 9,017 (5) (5) Common Stock 9,017 $0.00 9,017 D
Series A Preferred Stock (6) (6) (6) Common Stock 92,500(2) 92,500 I By Mariposa Acquisition IX, LLC(2)
Explanation of Responses:
1. On July 30, 2025, 10,000 of the Reporting Person's restricted stock units were settled for an equal number of shares of the Issuer's Common Stock.
2. Mariposa Acquisition IX, LLC ("Mariposa IX") directly holds (i) 18,877,500 shares of Common Stock and (ii) 1,000,000 shares of Series A Preferred Stock ("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 IX 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 Preferred Stock held by Mariposa IX. Mr. Lillie disclaims beneficial ownership of the shares of Common Stock and Preferred Stock held directly by Mariposa IX except to the extent of his pecuniary interest therein. Mr. Lillie does not have beneficial ownership over the shares of Common Stock and Preferred Stock held directly by Mariposa IX.
3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
4. These restricted stock units vest on July 30, 2025 (the one-year anniversary of the grant date).
5. These restricted stock units vest on July 31, 2026 (the one-year anniversary of the grant date).
6. 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.
/s/ Fiona Sutherland, Attorney-in-Fact 08/01/2025
** 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.