SEC Form 4 · accession 0001209191-15-029458
C&J Energy Services, Inc. · CJ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randall C. McMullen Jr.
Officer — President, CFO & Director · Director
Period of report
Mar 24, 2015
Accepted (ET)
Mar 26, 2015 · 12:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615817
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 24, 2015 | A | 25,000 | $0.00 | A | 327,870 | D | |
| Common StockF3 | holding | — | — | — | 100,000 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares of restricted stock were granted under the C&J Energy Services 2015 Long-Term Incentive Plan.
- F2Subject to a two-tiered vesting schedule: (1) subject to performance-based vesting requiring certification by the Compensation Committee of the achievement of positive EBITDA as defined in the award agreement (Performance Vesting) in any calendar quarter during the period beginning 4/1/15 and ending 12/31/17 (Performance Cycle); and (2) additionally, subject to a time-based vesting schedule such that 1/3 of the restricted shares become unrestricted on the 1st, 2nd and 3rd anniversaries of the grant date. If a vesting date passes prior to the satisfaction of the Performance Vesting, the tranche of restricted shares subject to that vesting date will carry forward and be aggregated with the next tranche of restricted shares scheduled to vest on the next vesting date and be eligible to vest on such date, subject to satisfaction of the Performance Vesting. If the Performance Vesting is not satisfied during the Performance Cycle, all restricted shares shall be forfeited.
- F3Included are (i) 50,000 shares of Common Stock of the Issuer held by a trust for the benefit of the Reporting Person, of which the Reporting Person serves as trustee and which he may be deemed to be the beneficial owner and (ii) 50,000 shares of Common Stock of the Issuer held by a trust for the benefit of the Reporting Person's spouse, of which the Reporting Person serves as trustee and which he may be deemed to be the beneficial owner.