SEC Form 4 · accession 0001209191-15-023022
HESS CORP · HES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory P. Hill
Officer — President and COO, E&P
Period of report
Mar 3, 2015
Accepted (ET)
Mar 5, 2015 · 5:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000004447
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $1.00 par valueF1,F2 | Mar 3, 2015 | A | 12,686 | $0.00 | A | 88,697 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2015 Performance Share UnitF3,F4 | $0.00 | Mar 3, 2015 | A | 36,991 | A | — | — | Common Stock, $1.00 par value | 73,982 | 36,991 | D |
| Option to purchase Common Stock | $74.49 | Mar 3, 2015 | A | 15,000 | A | Mar 3, 2016 | Mar 3, 2025 | Common Stock, $1.00 par value | 15,000 | 15,000 | D |
| Option to purchase Common Stock | $74.49 | Mar 3, 2015 | A | 15,000 | A | Mar 3, 2017 | Mar 3, 2025 | Common Stock, $1.00 par value | 15,000 | 15,000 | D |
| Option to purchase Common Stock | $74.49 | Mar 3, 2015 | A | 15,000 | A | Mar 3, 2018 | Mar 3, 2025 | Common Stock, $1.00 par value | 15,000 | 15,000 | D |
Explanation of responses
- F1Reflects award of restricted stock. This amount includes 70,943 shares held in escrow pursuant to the Corporation's 2008 Long-Term Incentive Plan. The reporting person has only voting power of these shares until lapsing of the period set by the Committee administering the Plan at which time the shares plus accrued dividends will be delivered to the reporting person if he is still an employee of the Corporation.
- F2Reflects the transfer of 15,055 shares to the reporting person's ex-spouse to a qualified domestic relations order.
- F3Each Performance Share Unit entitles the holder to a payout of shares of Hess common stock equal to between 0% and 200% of such Performance Share Unit depending on the relative performance of the total shareholder return of Hess common stock compared with that of its peers over a three year performance period ending December 31, 2017, as more particularly described in the applicable award agreement.
- F4Not applicable