SEC Form 4 · accession 0001127602-16-045556
MCDERMOTT INTERNATIONAL INC · MDR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Kennefick
Officer — SVP, Proj. Exec. & Delivery
Period of report
Mar 5, 2016
Accepted (ET)
Mar 8, 2016 · 5:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000708819
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 5, 2016 | M | 1,904 | $0.00 | A | 30,672 | D | |
| Common Stock | Mar 5, 2016 | F | 621 | $3.88 | D | 30,051 | D | |
| Common Stock | Mar 5, 2016 | M | 14,836 | $0.00 | A | 44,887 | D | |
| Common Stock | Mar 5, 2016 | F | 4,407 | $3.88 | D | 40,480 | D | |
| Common Stock | Mar 6, 2016 | M | 6,802 | $0.00 | A | 47,282 | D | |
| Common Stock | Mar 6, 2016 | F | 1,799 | $3.88 | D | 45,483 | D | |
| Common StockF1 | holding | — | — | — | 757 | I | 401k Plan |
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 | — | Mar 5, 2016 | M | 1,904 | D | — | — | Common Stock | 1,904 | 1,904 | D |
| Restricted Stock UnitsF4,F5 | — | Mar 5, 2016 | M | 14,836 | D | — | — | Common Stock | 14,836 | 29,672 | D |
| Restricted Stock UnitsF4,F6 | — | Mar 6, 2016 | M | 6,802 | D | — | — | Common Stock | 6,802 | 6,802 | D |
Explanation of responses
- F1Based upon units held in 401K Plan and the fair market value of Common Stock as of March 4, 2016.
- F2Each restricted stock unit represents a contingent right to receive one share of MDR common stock.
- F3On March 5, 2013, the reporting person was granted 7,616 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.
- F4Each restricted stock unit represents a contingent right to receive the value of one share of MDR common stock, with such restricted stock units to be paid, in the sole discretion of the Compensation Committee: (i) in shares of MDR common stock, (ii) cash equal to the fair market value of the shares of MDR common stock otherwise deliverable, or (iii) any combination thereof.
- F5On March 5, 2015, the reporting person was granted 44,508 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F6On March 6, 2014, the reporting person was granted 20,406 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.