SEC Form 4 · accession 0001209191-15-015433
Dresser-Rand Group Inc. · DRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Francis Mai
Officer — VP,Gen Counsel & Secretary
Period of report
Feb 15, 2015
Accepted (ET)
Feb 18, 2015 · 5:12 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 | 1,836 | $0.00 | A | 33,939 | D | |
| Common StockF2 | Feb 15, 2015 | F | 530 | $81.21 | D | 33,409 | D | |
| Common StockF3 | Feb 15, 2015 | M | 1,719 | $0.00 | A | 35,128 | D | |
| Common StockF2 | Feb 15, 2015 | F | 471 | $81.21 | D | 34,657 | D | |
| Common StockF4 | Feb 15, 2015 | M | 1,383 | $0.00 | A | 36,040 | D | |
| Common StockF2 | Feb 15, 2015 | F | 379 | $81.21 | D | 35,661 | D | |
| Common StockF5 | Feb 15, 2015 | A | 2,272 | $0.00 | A | 37,933 | D | |
| Common StockF2 | Feb 15, 2015 | F | 622 | $81.21 | D | 37,311 | D | |
| Common StockF6 | Feb 15, 2015 | A | 1,830 | $0.00 | A | 39,141 | D | |
| Common StockF2 | Feb 15, 2015 | F | 501 | $81.21 | D | 38,640 | D | |
| Common StockF7 | Feb 15, 2015 | A | 3,182 | $0.00 | A | 41,822 | D | |
| Common StockF2 | Feb 15, 2015 | F | 871 | $81.21 | D | 40,951 | 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 | 1,836 | D | — | — | Common Stock | 1,836 | 0 | D |
| Restricted Stock UnitsF3 | $0.00 | Feb 15, 2015 | M | 1,719 | D | — | — | Common Stock | 1,719 | 1,720 | D |
| Restricted Stock UnitsF4 | $0.00 | Feb 15, 2015 | M | 1,383 | D | — | — | Common Stock | 1,383 | 2,767 | D |
| Restricted Stock UnitsF8 | $0.00 | Feb 15, 2015 | A | 12,328 | A | — | — | Common Stock | 12,328 | 12,328 | 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.