SEC Form 4 · accession 0001127602-18-006890
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
Feb 16, 2018
Accepted (ET)
Feb 20, 2018 · 7:34 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000708819
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitsF1 | — | Feb 16, 2018 | A | 44,386 | A | Mar 5, 2018 | Mar 5, 2018 | Common Stock | 44,386 | 44,386 | D |
Explanation of responses
- F1Each performance unit initially represented a contingent right to receive the value of one share of MDR common stock, with such performance 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. The performance units were granted on March 5, 2015. On February 16, 2018, the Compensation Committee approved the Earned Award under the Grant Agreement, or 99.72% of the initial performance units granted, and also determined, in its sole discretion, to settle the performance units in cash equal to the fair market value of the shares of MDR common stock otherwise deliverable on the vesting date. Accordingly, on March 5, 2018, the vesting date, the reporting person will receive the vested performance units in cash equal to the fair market value of the shares of MDR common stock otherwise deliverable on the vesting date.