SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RAYNOLDS ROBERT G

(Last) (First) (Middle)
C/O KCS ENERGY INC
5555 SAN FELLIPE STE.1200

(Street)
HOUSTON TX 77056

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
KCS ENERGY INC [ KCS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/12/2006
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
KCS Energy, Inc. Common Stock 07/12/2006 D 42,051 D (1) 0 D
KCS Energy, Inc. Common Stock 07/12/2006 D 483,244 D (1) 0 I By Family Trust(2)
KCS Energy, Inc. Common Stock 07/12/2006 D 6,824 D (1) 0 I See Note(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $9.61 07/12/2006 D 1,000 05/24/2001 05/24/2011 Common Stock 1,000 (4) 0 D
Stock Option (right to buy) $2.95 07/12/2006 D 1,000 05/23/2002 05/23/2012 Common Stock 1,000 (5) 0 D
Stock Option (right to buy) $4.49 07/12/2006 D 1,000 05/27/2003 05/24/2013 Common Stock 1,000 (6) 0 D
Stock Option (right to buy) $12.41 07/12/2006 D 1,000 05/27/2004 05/27/2014 Common Stock 1,000 (7) 0 D
Stock Option (right to buy) $15.82 07/12/2006 D 9,000 (8) 06/15/2015 Common Stock 9,000 (8) 0 D
Explanation of Responses:
1. Each share of common stock of the Issuer reported in this line item was disposed of pursuant to the Agreement and Plan of Merger, dated April 20, 2006 (the "Merger Agreement"), by and among KCS Energy, Inc. (the "Issuer"), Petrohawk Energy Corporation ("Petrohawk") and Hawk Nest Corporation, as amended, in exchange for 1.65 shares of Petrohawk common stock plus $9 in cash at the effective time of the merger (the "Effective Time"). Petrohawk common stock had a market value of $12.36 per share at the close of the markets on the day of the Effective Time.
2. The reporting person is one of four co-trustees of the trust and holds a remainder interest therein. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
3. Represents shares held in trust for the reporting person's children. The reporting person disclaims beneficial ownership of the reported securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
4. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $4.06 per share.
5. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $1.25 per share.
6. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $1.90 per share.
7. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this options was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 2,370 shares of Petrohawk common stock at an exercise price of $5.24 per share.
8. One-third of this option vests on the anniversary date of grant (6/15/05) in 2006, 2007 and 2008. Pursuant to the Merger Agreement and the reporting person's stock option agreement, this option was assumed by Petrohawk in the merger and replaced with a fully vested option to purchase 21,335 shares of Petrohawk common stock at an exercise price of $6.68 per share.
/s/ Frederick Dwyer, By Power of Attorney 07/24/2006
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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