SEC Form 4 · accession 0001127602-15-029316
TEAM INC · TISI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Philip J Hawk
Officer — Executive Chairman · Director
Period of report
Oct 15, 2015
Accepted (ET)
Oct 19, 2015 · 6:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000318833
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 15, 2015 | M | 3,460 | $0.00 | A | 33,615 | D | |
| Common StockF1 | Oct 15, 2015 | M | 2,757 | $0.00 | A | 36,372 | D | |
| Common StockF1 | Oct 15, 2015 | M | 2,492 | $0.00 | A | 38,864 | D | |
| Common Stock | holding | — | — | — | 159,404 | I | Family Ltd Partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Oct 15, 2015 | A | 8,592 | A | — | Oct 15, 2025 | Common Stock | 8,592 | 8,592 | D |
| Restricted Stock UnitsF2,F4 | — | Oct 15, 2015 | M | 3,460 | D | — | Oct 14, 2021 | Common Stock | 3,460 | 2,502 | D |
| Restricted Stock UnitsF5 | — | Oct 15, 2015 | F | 2,502 | D | — | Oct 14, 2021 | Common Stock | 2,502 | 0 | D |
| Restricted Stock UnitsF2,F6 | — | Oct 15, 2015 | M | 2,757 | D | — | Oct 15, 2022 | Common Stock | 2,757 | 6,745 | D |
| Restricted Stock UnitsF5 | — | Oct 15, 2015 | F | 1,994 | D | — | Oct 15, 2022 | Common Stock | 1,994 | 4,751 | D |
| Restricted Stock UnitsF2,F7 | — | Oct 15, 2015 | M | 2,492 | D | — | Oct 15, 2023 | Common Stock | 2,492 | 10,387 | D |
| Restricted Stock UnitsF5 | — | Oct 15, 2015 | F | 1,801 | D | — | Oct 15, 2023 | Common Stock | 1,801 | 8,586 | D |
| Restricted Stock UnitsF2,F8 | — | holding | — | — | — | — | Oct 15, 2024 | Common Stock | 10,443 | 10,443 | D |
| Nq Stock OptionsF9 | $30.33 | holding | — | — | — | — | Oct 15, 2017 | Common Stock | 120,000 | 120,000 | D |
| Nq Stock OptionsF9 | $15.27 | holding | — | — | — | — | Oct 17, 2016 | Common Stock | 120,000 | 120,000 | D |
Explanation of responses
- F1Represents vesting of restricted Stock Units and conversion to Team Common Stock.
- F2Stock Units convert on a 1-for-1 basis into shares of Team Common Stock.
- F3Stock Units vest 25% on 10/15/2016, 10/15/2017, 10/15/2018 and 10/15/2019, unless earlier terminated in accordance with the Plan. Stock Units will automatically be converted into shares of Common Stock in accordance with the respective vesting schedule.
- F4Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2012, 10/15/2013, 10/15/2014 and 10/15/2015, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.
- F5Represents the portion of Stock Units withheld for income taxes prior to settlement in Common Stock.
- F6Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2013, 10/15/2014, 10/15/2015 and 10/15/2016, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.
- F7Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2014, 10/15/2015, 10/15/2016, 10/15/2017, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.
- F8Stock Units vest 25% on 11/4/2015, 10/15/2016, 10/15/2017 and 10/15/2018, unless earlier terminated in accordance with the Plan. Stock Units will automatically be converted into shares of Common Stock in accordance with the repective vesting schedule.
- F9Options are fully vested.