SEC Form 4 · accession 0001225208-15-022787
TESCO CORP · TESO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Fernando Rafael Assing
Officer — President & CEO · Director
Period of report
Dec 18, 2015
Accepted (ET)
Dec 21, 2015 · 5:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001022705
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 18, 2015 | S | 6,913 | $7.0841 | D | 75,492 | D | |
| Common StockF3,F5 | Dec 19, 2015 | M | 6,667 | $0.00 | A | 82,159 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF6,F8 | $0.00 | Dec 19, 2015 | M | 6,667 | D | — | Dec 19, 2017 | Common Stock | 6,667 | 13,333 | D |
Explanation of responses
- F1The Reporting Person sold shares to cover the payroll tax obligations that resulted from the vesting of Restricted Stock Units.
- F2The shares sold in 5 blocks ranging in price from US $7.0176 to $7.0942.
- F3The vest date occurred on Saturday, December 19, 2015; therefore, the deemed vest date was Monday, December 21.
- F4On December 19, 2014, the Reporting Person received a grant of Restricted Stock Units (RSUs) under the Amended and Restated 2005 Tesco Corporation Incentive Plan. The RSUs vested on the anniversary date of the grant. Under the terms of the Plan, the Company redeemed the vested RSUs for an equal number of shares of common stock of the Company.
- F5The Reporting Person received shares of common stock of the Company upon the vesting and redemption of an equal number of RSUs. The Reporting Person received the shares at no cost. The market value of the shares of common stock was calculated in accordance with the Plan at US $7.10.
- F6The Company redeemed RSUs from a grant received by the Reporting Person on December 19, 2014. Under the terms of the Plan, there is no conversion price.
- F7On December 19, 2014, the Reporting Person received a grant of Restricted Stock Units (RSUs) under the Amended and Restated 2005 Tesco Corporation Incentive Plan. The RSUs vested on the anniversary date of the grant. Under the terms of the Plan, the Company redeemed the vested RSUs for an equal number of shares of common stock of the Company.
- F8The RSUs vest equally over three years on the anniversary of the grant date.