SEC Form 4 · accession 0001209191-16-096761
HESS CORP · HES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John B Hess
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Feb 5, 2016
Accepted (ET)
Feb 9, 2016 · 4:37 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 | Feb 5, 2016 | P | 51,282 | $39.00 | A | 1,910,242 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Depositary Shares - 8% Mandatory Convertible Preferred StockF2,F3 | — | Feb 5, 2016 | P | 200,000 | A | Feb 10, 2016 | — | Common Stock | — | 200,000 | D |
Explanation of responses
- F1This amount includes 96,867 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 the 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.
- F2Each depository share represents 1/20 of a share of the Corporation's 8% Series A Mandatory Convertible Preferred Stock.
- F3200,000 depositary shares generally convert into a minimum of 218,220 shares of the Corporation's common stock and a maximum of 256,420 shares of common stock depending on the date of conversion and the market value of the Corporation's Common Stock, subject to certain adjustments. The depositary shares mandatorily convert into common stock on or about February 1, 2019.