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SC 13D/A ·Filed Sep 18, 2026

MG

Mistras Group, Inc.
BULLISH
Impact 6/10
Horizonweeks Processed1mo ago SEC0001193125-26-395732
Activist stake amendment (position change)
Actionable Insight ▲ Bullish

Mill Road's options activity — selling $25.00 strike calls (above the $20.35 merger price) and $15.00/$17.50 puts — suggests it expects the deal to close at or near $20.35, with limited downside. The 6.1% stake gives Mill Road influence to vote for or against the merger; its continued accumulation signals support. Watch for any go-shop bids before October 27, 2026, and for Mill Road's voting decision at the special meeting.

DirectionBullish
Confidencehigh
Horizonweeks
Latest settled — T+20d ⚠ clustered
MG ▲ +2.14% at T+20d
LONG call ✓ call won +2.14% · α vs SPY +3.05% · entry $20.99 → $21.44
Next anchor: T+60d in 7w
Latest observation: T+24 -0.89% FF3 residual α
Entry = T+0 close
Sep 18, 2026
via day close
T+1d
-0.57%
call -0.57% · α -0.56%
$20.87
settled 5w ago
T+5d
+2.86%
call +2.86% · α +3.88%
$21.59
settled 4w ago
T+20d
+2.14%
call +2.14% · α +3.05%
$21.44
settled 10d ago
T+60d
Pending
in 7w

Price Chart

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Executive Summary

Mill Road Capital III filed an amended Schedule 13D disclosing a 6.1% stake (1,938,316 shares) in Mistras Group, acquired for $13.9 million. The filing details open-market purchases and options activity, including the sale of call and put options. This amendment comes as Mistras Group is being acquired by H.I.G. Capital in an all-cash deal valued at ~$866 million enterprise value ($20.35/share), with management soliciting stockholder support. Mill Road's continued accumulation and options positioning suggest it is actively engaging with the merger process, likely supporting the deal or positioning for a higher bid.

Key Financial Metrics

Stake
6.1%
Stake Value
$13.9M
Investor
Mill Road Capital III, L.P.

Key Facts

  • Mill Road Capital III now beneficially owns 1,938,316 shares of Mistras Group common stock, representing approximately 6.1% of outstanding shares.
  • The stake was acquired for $13,897,120 using working capital and margin loan proceeds.
  • On 8/12/2026, Mill Road purchased 1,002 shares at $17.0580 per share.
  • Mill Road sold call options on 9/16 and 9/17/2026 with a $25.00 strike price expiring 2/19/2027, covering 5,800 shares.
  • Mill Road sold put options between 7/20 and 7/29/2026 with strike prices of $15.00 and $17.50, expiring 9/18/2026 and 11/20/2026, covering 258 shares.
  • Mistras Group has a definitive agreement to be acquired by H.I.G. Capital for $20.35 per share (~$866 million enterprise value), subject to stockholder approval.
  • The merger includes a 40-day go-shop period expiring October 27, 2026, and is expected to close in late 2026 or early 2027.

Financial Impact

Mill Road's stake of 1,938,316 shares at the merger price of $20.35/share implies a value of approximately $39.4 million, representing a potential gain of ~$25.5 million over the $13.9 million cost basis.

ownershipshare price

Risk Factors

  • The merger may fail if stockholders vote against it or a superior bid does not emerge during the go-shop period.
  • Regulatory delays or antitrust concerns could push the closing beyond early 2027.
  • Mill Road's put options expose it to downside if the stock falls below $15.00-$17.50, though the merger price provides a floor.

Investment Themes

Services

Documents Analyzed

This report is based on 3 SEC documents filed with EDGAR.

DocumentAccession Number
SC 13D/A Filing (Primary)0001193125-26-395732
Document: 0001193125-26-395732-index.html0001193125-26-395732
Document: 0001193125-26-395732.txt0001193125-26-395732
18 reports for MG
Performance horizon
88% Hit rate @ T+20 7 of 8 directional calls Went positive at some point 10 of 10 best @ T+60▲ +18.13%Mar 5, 2026
Filters
Rows
Reports for MG — sortable, filterable
TypeNow
Oct 19, 2026
7d ago
Press Release
NEUTRAL ★ 1/10
$21.44awaiting T+20—$21.24 (−0.93%)
Oct 15, 2026
11d ago
PREM14A
BULLISH ★ 7/10
$21.46awaiting T+20—$21.24 (−1.03%)
Oct 7, 2026
19d ago
SC 13D/A
BULLISH ★ 7/10
$20.70awaiting T+20—$21.24 (+2.61%)
Sep 18, 2026
5w ago
SC 13D/A
BULLISH ★ 6/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
NEUTRAL ★ 4/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
NEUTRAL ★ 4/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
BULLISH ★ 7/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
BULLISH ★ 7/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
NEUTRAL ★ 4/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Sep 18, 2026
5w ago
DEFA14A
BULLISH ★ 7/10
$20.99 $21.44▲ +2.14%▲ +3.05%$21.24 (+1.19%)
Showing 10 of 18

US Market Status

Market Closed — Opens Tue (16h 1m)

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Report published Sep 18, 2026