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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance Vested Restricted Stock Units (1) | $ 0 | 02/02/2018 | D | 137,318 | (1) | (1) | Shares | 137,318 | $ 0 | 0 | D | ||||
Performance Vested Restricted Stock Units (2) | $ 0 | 02/02/2018 | A | 858,370 | (2) | (2) | Shares | 858,370 | $ 0 | 858,370 | D | ||||
Restricted Stock Units (3) | $ 0 | 02/02/2018 | A | 429,185 | (4) | (4) | Shares | 429,185 | $ 0 | 429,185 | D | ||||
Restricted Stock Units | $ 0 | 02/03/2018 | D | 54,028 (5) | (6) | (6) | Shares | 54,028 | $ 0 | 108,058 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROBERTSON JULIE J 13135 S. DAIRY ASHFORD SUITE 800 SUGAR LAND, TX 77478 |
X | Chairman, President and CEO |
/s/ William E. Turcotte by Power of Attorney dated January 31, 2018 | 02/06/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents performance based restricted share units awarded on January 29, 2015 relating to a three-year performance cycle(2015-2017). Based on performance at the end of the performance cycle, 54,927 shares underlying this award vested and 82,391 shares underlying this award were forfeited. |
(2) | Each performance vested restricted stock unit represents a contingent right to receive one share. Performance vested restricted stock units vest upon the company achieving total shareholder return and contract drilling margin goals over a three year performance cycle (2018-2020) relative to a specified peer group. |
(3) | Each restricted stock unit represents a contingent right to receive one share. |
(4) | The restricted stock units vest and settle in two equal annual installments beginning on the first anniversary of the grant date. |
(5) | Represents the first of three vesting events for restricted stock units awarded on February 3, 2017. |
(6) | The restricted stock units vest and settle in three equal annual installments beginning on the first anniversary of the grant date. |