0001401257-15-000046.txt : 20150223
0001401257-15-000046.hdr.sgml : 20150223
20150223142800
ACCESSION NUMBER: 0001401257-15-000046
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150219
FILED AS OF DATE: 20150223
DATE AS OF CHANGE: 20150223
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FORUM ENERGY TECHNOLOGIES, INC.
CENTRAL INDEX KEY: 0001401257
STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533]
IRS NUMBER: 611488595
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 920 MEMORIAL CITY WAY
STREET 2: SUITE 1000
CITY: HOUSTON
STATE: TX
ZIP: 77024
BUSINESS PHONE: 713-351-7900
MAIL ADDRESS:
STREET 1: 920 MEMORIAL CITY WAY
STREET 2: SUITE 1000
CITY: HOUSTON
STATE: TX
ZIP: 77024
FORMER COMPANY:
FORMER CONFORMED NAME: FORUM OILFIELD TECHNOLOGIES, INC.
DATE OF NAME CHANGE: 20100726
FORMER COMPANY:
FORMER CONFORMED NAME: FORUM OILFIELD TECHNOLOGIES INC
DATE OF NAME CHANGE: 20070529
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GAUT C CHRISTOPHER
CENTRAL INDEX KEY: 0001191238
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35504
FILM NUMBER: 15639239
MAIL ADDRESS:
STREET 1: 1401 MCKINNEY STREET
STREET 2: SUITE 2400
CITY: HOUSTON
STATE: TX
ZIP: 77010
4
1
wf-form4_142471966970240.xml
FORM 4
X0306
4
2015-02-19
0
0001401257
FORUM ENERGY TECHNOLOGIES, INC.
FET
0001191238
GAUT C CHRISTOPHER
920 MEMORIAL CITY WAY
SUITE 1000
HOUSTON
TX
77024
1
1
0
0
President, CEO & COB
Common Stock
2015-02-19
4
M
0
6955
0
A
694370
D
Common Stock
2015-02-20
4
A
0
60220
0
A
754590
D
Common Stock
161972
I
See Footnote
Common Stock
161972
I
See Footnote
Performance Shares
2015-02-19
4
M
0
13650
D
2014-12-31
Common Stock
0.0
0
D
Performance Shares
2015-02-19
4
M
0
13909
D
2014-12-31
Common Stock
6955.0
0
D
Employee Stock Option (Right to Buy)
18.68
2015-02-20
4
A
0
170710
0
A
2025-02-20
Common Stock
170710.0
170710
D
Performance Shares
2015-02-20
4
A
0
20073
0
A
Common Stock
20073.0
20073
D
Performance Shares
2015-02-20
4
A
0
20073
0
A
Common Stock
20073.0
20073
D
Performance Shares
2015-02-20
4
A
0
20074
0
A
Common Stock
20074.0
20074
D
These restricted stock units (the "Units") are granted pursuant to the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan (the "Plan"). Each Unit represents a contingent right to receive one share of Forum Energy Technologies, Inc. (the "Company") common stock, par value $0.01 per share ("Common Stock"), upon the vesting of the Units. The Units vest according to the following schedule: 1/4 vest on each of the first, second, third and fourth anniversaries of the date of grant (2/20/2015), subject to accelerated vesting of the entire award upon a Change in Control (as defined in the Plan). The Units also include dividend equivalent rights that entitle the reporting person to the same dividends that would be payable were the shares of Common Stock underlying the Units actually outstanding at the time such dividends were issued. The credited dividends will be paid concurrently with the issuance of the shares of Common Stock to the reporting person.
These securities are held in trust for the benefit of the reporting person. The reporting person is the trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
These securities are held in trust for the benefit of the reporting person's spouse. The reporting person's spouse is the trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of any pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. As determined by the Company's Nominating, Governance & Compensation Committee ("NG&C Committee") and given the Company's relative shareholder return versus the relevant peer group over the two-year period commencing on January 1, 2013 and ending on December 31, 2014, each performance share represents the right to receive 0 shares of Common Stock.
These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. As determined by the NG&C Committee and given the Company's relative shareholder return versus the relevant peer group over the one-year period commencing on January 1, 2014 and ending on December 31, 2014, each performance share represents the right to receive 0.5 shares of Common Stock.
These options are exercisable in accordance with the following schedule: 1/4 of the options become exercisable on each of the first, second, third and fourth anniversaries of the date of grant (2/20/2015).
These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. Each performance share will settle for between 0 and 2 shares of Common Stock in the first quarter of 2016, based on achievement of performance measures over a one-year period, following certification by the NG&C Committee of the performance results.
These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. Each performance share will settle for between 0 and 2 shares of Common Stock in the first quarter of 2017, based on achievement of performance measures over a two-year period, following certification by the NG&C Committee of the performance results.
These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. Each performance share will settle for between 0 and 2 shares of Common Stock in the first quarter of 2018, based on achievement of performance measures over a three-year period, following certification by the NG&C Committee of the performance results.
/s/ C. Christopher Gaut by John C. Ivascu as Attorney-in- Fact
2015-02-23