SEC Form 4/A · accession 0000899243-18-007325
Nuverra Environmental Solutions, Inc. · NES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Mark D Johnsrud
Officer — See Remarks · Director
Period of report
Feb 23, 2018
Accepted (ET)
Mar 13, 2018 · 9:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001403853
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Feb 23, 2018 | A | 531,618 | A | — | — | Common Stock | 531,618 | 531,618 | D |
| Restricted Stock UnitsF1,F3 | — | Feb 23, 2018 | A | 531,618 | A | — | — | Common Stock | 531,618 | 531,618 | D |
| Employee Stock Option (right to buy)F4 | $37.03 | Feb 23, 2018 | A | 354,411 | A | — | Aug 7, 2024 | Common Stock | 354,411 | 354,411 | D |
| Employee Stock Option (right to buy)F4 | $41.31 | Feb 23, 2018 | A | 354,411 | A | — | Aug 7, 2024 | Common Stock | 354,411 | 354,411 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Nuverra Environmental Solutions, Inc. common stock.
- F2The restricted stock units vest in three equal installments on February 23, 2018, August 7, 2018, and August 7, 2019. Vested restricted stock units will be settled in accordance with the terms and conditions set forth in the Nuverra Environmental Solutions, Inc. 2017 Long Term Incentive Plan and any applicable award agreement(s).
- F3The restricted stock units vest in two equal installments on August 7, 2018 and August 7, 2019, subject to the achievement of pre-established performance targets during the applicable measurement periods. The first installment is subject to a performance measurement period beginning on January 1, 2018 and ending on June 30, 2018, and the second installment is subject to a performance measurement period beginning on July 1, 2018 and ending on June 30, 2019. Vested restricted stock units will be settled in accordance with the terms and conditions set forth in the Nuverra Environmental Solutions, Inc. 2017 Long Term Incentive Plan and any applicable award agreement(s).
- F4The stock options vest in three equal installments on August 7, 2018, August 7, 2019, and August 7, 2020.
Remarks
Chairman & Chief Executive Officer