SEC Form 4 · accession 0001349093-15-000011
MCDERMOTT INTERNATIONAL INC · MDR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Hugh Cuthbertson
Officer — VP Asia
Period of report
Mar 5, 2015
Accepted (ET)
Mar 9, 2015 · 4:58 pm EDT
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, 2015 | M | 1,154 | $0.00 | A | 35,460 | D | |
| Common Stock | Mar 5, 2015 | F | 403 | $3.37 | D | 35,057 | D | |
| Common Stock | Mar 5, 2015 | M | 1,785 | $0.00 | A | 36,842 | D | |
| Common Stock | Mar 5, 2015 | F | 624 | $3.37 | D | 36,218 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Mar 5, 2015 | M | 1,154 | D | — | — | Common Stock | 1,154 | 0 | D |
| Restricted Stock UnitsF1,F3 | — | Mar 5, 2015 | M | 1,785 | D | — | — | Common Stock | 1,785 | 3,570 | D |
| Restricted Stock UnitsF4,F5 | — | Mar 5, 2015 | A | 59,346 | A | — | — | Common Stock | 59,346 | 59,346 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of MDR common stock.
- F2On March 5, 2012, the reporting person was granted 3,462 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
- F3On March 5, 2013, the reporting person was granted 7,140 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 59,346 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.