SEC Form 4 · accession 0001109189-16-000412

BASIC ENERGY SERVICES INC · BAS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).

Reporting owner

Brett J. Taylor

Officer — VP, Manufacturing & Equipment

Period of report

Dec 23, 2016

Accepted (ET)

Dec 28, 2016 · 9:42 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001109189

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1	Dec 23, 2016	J	66,213	$0.00	D	0	D
New Common Stock^F2	Dec 23, 2016	J	85	$0.00	A	85	D
New Common Stock^F3	Dec 23, 2016	M	10,793	$36.5486	A	10,878	D
New Common Stock	Dec 23, 2016	S	2,997	$36.00	D	7,881	D
New Common Stock	Dec 23, 2016	S	24	$36.00	D	7,857	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 Units^F3,F5	—	Dec 23, 2016	A	32,377	A	—	—	New Common Stock	32,377	32,377	D
Restricted Stock Units^F3,F5	—	Dec 23, 2016	M	10,793	D	—	—	New Common Stock	10,793	21,584	D
Stock Option (right to buy)^F6	$36.55	Dec 23, 2016	A	12,951	A	—	Dec 23, 2026	New Common Stock	12,951	12,951	D
Warrants	$55.25	Dec 23, 2016	J	2,344	A	Dec 23, 2016	Dec 23, 2023	New Common Stock	2,344	2,344	D

Explanation of responses

F1The Issuer and certain of its subsidiaries (collectively with the Issuer, the "Debtors") filed voluntary petitions (the cases commenced thereby, the "Chapter 11 Cases") under chapter 11 of title 11 of the United States Code on October 25, 2016 in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). On December 9, 2016, the Bankruptcy Court entered an order approving the First Amended Joint Prepackaged Chapter 11 Plan of Basic Energy Services, Inc. and its Affiliated Debtors (as confirmed, the "Prepackaged Plan"), and on December 23, 2016 (the "Effective Date"), the Prepackaged Plan became effective pursuant to its terms and the Debtors emerged from the Chapter 11 Cases. On the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished.
F2New shares of the Issuer's common stock, par value $0.01 per share (the "New Common Stock") were issued to all of the Issuer's stockholders (including the Reporting Person) pursuant to the Prepackaged Plan in exchange for the Old Common Stock held by such persons on the Effective Date under the Prepackaged Plan. The receipt of the New Common Stock in exchange for Old Common Stock was involuntary, without consideration and in accordance with the Prepackaged Plan approved by the Bankruptcy Court.
F3Promptly following the vesting date (but no later than 30 days following such vesting date), the restricted stock units will be settled by the Issuer into New Common Stock on a one-for-one basis; provided, the Issuer, it in sole discretion, has the option to settle the Restricted Stock Units in cash (subject to applicable withholding taxes).
F4Shares sold to settle tax withholding obligations through a "broker sale."
F5The restricted stock units vest in three equal annual installments: 1/3 on the Effective Date, 1/3 on December 23, 2017 and 1/3 on December 23, 2018.
F6The option vests in three equal annual installments: 1/3 on December 23, 2017, 1/3 on December 23, 2018 and 1/3 on December 23, 2019.
F7The warrants were issued to the Reporting Person pursuant to the Prepackaged Plan. The receipt of the warrants was involuntary and without consideration.