SEC Form 4 · accession 0001349093-15-000017

MCDERMOTT INTERNATIONAL INC · MDR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SrVP, Gen.Counsel & Corp. Sec.

Period of report

Mar 5, 2015

Accepted (ET)

Mar 9, 2015 · 5:28 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	5,771	$0.00	A	166,276	D
Common Stock	Mar 5, 2015	F	1,836	$3.37	D	164,440	D
Common Stock	Mar 5, 2015	M	6,547	$0.00	A	170,987	D
Common Stock	Mar 5, 2015	F	2,137	$3.37	D	168,850	D
Common Stock	Mar 5, 2015	M	47,619	$0.00	A	216,649	D
Common Stock	Mar 5, 2015	F	12,813	$3.37	D	203,656	D
Common Stock^F2	holding	—	—		—	2,846	I	401K Plan

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F3	—	Mar 5, 2015	M	5,771	D	—	—	Common Stock	5,771	0	D
Restricted Stock Units^F1,F4	—	Mar 5, 2015	M	6,547	D	—	—	Common Stock	6,547	13,094	D
Restricted Stock Units^F1,F5	—	Mar 5, 2015	M	47,619	D	—	—	Common Stock	47,619	0	D
Restricted Stock Units^F6,F7	—	Mar 5, 2015	A	148,365	A	—	—	Common Stock	148,365	148,365	D

F1Each restricted stock unit represents a contingent right to receive one share of MDR common stock.
F2Based upon units held in 401K Plan and the fair market value of MDR common stock as of March 5, 2015.
F3On March 5, 2012, the reporting person was granted 17,313 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.
F4On March 5, 2013, the reporting person was granted 26,188 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.
F5On March 5, 2013, the reporting person was granted 47,619 restricted stock units, vesting 100% on the second anniversary of the grant date.
F6Each 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.
F7On March 5, 2015, the reporting person was granted 148,365 restricted stock units, vesting in three equal annual installments beginning on the first anniversary of the grant date.