SEC Form 4 · accession 0000859598-18-000020

· CKH

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

Reporting owner

Oivind Lorentzen

Director · Other

Period of report

Mar 2, 2018

Accepted (ET)

Mar 5, 2018 · 5:48 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000859598

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 2, 2018	M	5,992	$32.54	A	41,183	D
Common Stock^F1	Mar 2, 2018	S	5,992	$44.102	D	35,191	D
Common Stock^F2	holding	—	—		—	2,500	I	CWHL Trust
Common Stock^F2	holding	—	—		—	2,500	I	OHL Trust
Common Stock^F2	holding	—	—		—	2,500	I	LBHL Trust
Common Stock^F2	holding	—	—		—	2,500	I	THL Trust
Common Stock^F2	holding	—	—		—	2,500	I	LHL Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options (right to buy)^F4,F3,F5	$32.54	Mar 2, 2018	M	5,992	D	—	Mar 4, 2018	Common Stock	5,992	0	D

Explanation of responses

F1The price reported in Column 4 is a weighted average price. The Common Shares were sold in separate transactions on the same day at prices ranging from $43.88 to $44.31 per share. The Reporting Person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote.
F2The shares of Common Stock reported herein as indirectly beneficially owned by the Reporting Person are held in a trust for the benefit of Reporting Person's child. The Reporting Person is not a trustee of the trust.
F3On June 2, 2017, the issuer completed the spin-off of SEACOR Marine Holdings Inc.(the "SMHI Spin-Off"), in which the issuer distributed all shares of SMHI to the issuer's stockholders. The completion of the SMHI Spin-off resulted in an adjustment to the exercise price of these options from $53.15 to $34.29. On December 20, 2017, the issuer paid a dividend to its stockholders consisting of a portion of the issuer's shares of Dorian LPG Ltd., which resulted in a further adjustment to the exercise price of these options from $34.29 to $32.54.
F4On June 2, 2017, in connection with the SMHI Spin-Off, these options were adjusted, resulting in the reporting person's ownership of 2,126 additional stock options.
F5The options became exercisable in five equal annual installments beginning on March 4, 2009 and ending on March 4, 2013.