SEC Form 4 · accession 0001209191-15-015427
Dresser-Rand Group Inc. · DRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Raymond L. Carney Jr.
Officer — VP, Controller & CAO
Period of report
Feb 15, 2015
Accepted (ET)
Feb 18, 2015 · 5:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001316656
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 15, 2015 | M | 532 | $0.00 | A | 15,001 | D | |
| Common StockF2 | Feb 15, 2015 | F | 174 | $81.21 | D | 14,827 | D | |
| Common StockF3 | Feb 15, 2015 | M | 554 | $0.00 | A | 15,381 | D | |
| Common StockF2 | Feb 15, 2015 | F | 175 | $81.21 | D | 15,206 | D | |
| Common StockF4 | Feb 15, 2015 | M | 432 | $0.00 | A | 15,638 | D | |
| Common StockF2 | Feb 15, 2015 | F | 115 | $81.21 | D | 15,523 | D | |
| Common StockF5 | Feb 15, 2015 | A | 658 | $0.00 | A | 16,181 | D | |
| Common StockF2 | Feb 15, 2015 | F | 180 | $81.21 | D | 16,001 | D | |
| Common StockF6 | Feb 15, 2015 | A | 590 | $0.00 | A | 16,591 | D | |
| Common StockF2 | Feb 15, 2015 | F | 158 | $81.21 | D | 16,433 | D | |
| Common StockF7 | Feb 15, 2015 | A | 994 | $0.00 | A | 17,427 | D | |
| Common StockF2 | Feb 15, 2015 | F | 272 | $81.21 | D | 17,155 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Resticted Stock UnitsF1 | $0.00 | Feb 15, 2015 | M | 532 | D | — | — | Common Stock | 532 | 0 | D |
| Restricted Stock UnitsF3 | $0.00 | Feb 15, 2015 | M | 554 | D | — | — | Common Stock | 554 | 555 | D |
| Restricted Stock UnitsF4 | $0.00 | Feb 15, 2015 | M | 432 | D | — | — | Common Stock | 432 | 865 | D |
| Restricted Stock UnitsF8,F6 | $0.00 | Feb 15, 2015 | A | 3,236 | A | — | — | Common Stock | 3,236 | 3,236 | D |
Explanation of responses
- F1Vesting of restricted stock unit grant dated February 15, 2012 pursuant to the Dresser-Rand Group Inc. 2008 Stock Incentive Plan (the "Plan").
- F2Withholding of stock to satisfy tax withholding obligation.
- F3Vesting of restricted stock unit grant dated February 15, 2013 pursuant to the Plan.
- F4Vesting of restricted stock unit grant dated February 15, 2014 pursuant to the Plan.
- F5Represents shares issued in settlement of vesting of performance restricted stock unit grant dated February 15, 2012 pursuant to the Plan.
- F6Represents shares issued in settlement of vesting of performance restricted stock unit grant dated February 15, 2013 pursuant to the Plan.
- F7Represents shares issued in settlement of vesting of performance restricted stock unit grant dated February 15, 2014 pursuant to the Plan.
- F8Grant of restricted stock units pursuant to the Plan, exempt under Rule 16b-3. Restricted stock units become vested in three equal annual installments beginning on February 15, 2016.