SEC Form 4 · accession 0001127602-15-031103
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
Nov 10, 2015
Accepted (ET)
Nov 12, 2015 · 10:43 am EST
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 Stock | Nov 10, 2015 | M | 60,000 | $15.27 | A | 100,379 | D | |
| Common StockF1 | Nov 10, 2015 | S | 60,000 | $37.9229 | D | 40,379 | D | |
| Common StockF2 | Nov 10, 2015 | S | 30,881 | $37.9221 | D | 128,523 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Nq Stock OptionsF3 | $15.27 | Nov 10, 2015 | M | 60,000 | D | — | Oct 17, 2016 | Common Stock | 60,000 | 60,000 | D |
| Nq Stock OptionsF3 | $30.33 | holding | — | — | — | — | Oct 15, 2017 | Common Stock | 120,000 | 120,000 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | Oct 15, 2022 | Common Stock | 4,751 | 4,751 | D |
| Restricted Stock UnitsF4,F6 | — | holding | — | — | — | — | Oct 15, 2023 | Common Stock | 8,586 | 8,586 | D |
| Restricted Stock UnitsF4,F7 | — | holding | — | — | — | — | Oct 15, 2024 | Common Stock | 7,833 | 7,833 | D |
| Restricted Stock UnitsF4,F8 | — | holding | — | — | — | — | Oct 15, 2025 | Common Stock | 8,592 | 8,592 | D |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $37.82 to $38.12. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F2This transaction was executed in multiple trades at prices ranging from $37.82 to $38.15. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3Options are fully vested.
- F4Stock Units convert on a 1-for-1 basis into shares of Team Common Stock.
- F5Upon 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.
- F6Upon 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.
- F7Stock 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.
- F8Stock 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.