0000769993-13-000343.txt : 20130513 0000769993-13-000343.hdr.sgml : 20130513 20130513191757 ACCESSION NUMBER: 0000769993-13-000343 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130509 FILED AS OF DATE: 20130513 DATE AS OF CHANGE: 20130513 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MRC GLOBAL INC. CENTRAL INDEX KEY: 0001439095 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] IRS NUMBER: 205956993 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 HOUSTON CENTER STREET 2: 909 FANNIN, SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 877.294.7574 MAIL ADDRESS: STREET 1: 2 HOUSTON CENTER STREET 2: 909 FANNIN, SUITE 3100 CITY: HOUSTON STATE: TX ZIP: 77010 FORMER COMPANY: FORMER CONFORMED NAME: MCJUNKIN RED MAN HOLDING CORP DATE OF NAME CHANGE: 20080702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS & CO CENTRAL INDEX KEY: 0000769993 STATE OF INCORPORATION: NY FISCAL YEAR END: 1127 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35479 FILM NUMBER: 13838900 BUSINESS ADDRESS: STREET 1: 200 WEST STREET STREET 2: C/O GOLDMAN SACHS & CO CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC CENTRAL INDEX KEY: 0000886982 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35479 FILM NUMBER: 13838901 BUSINESS ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 200 WEST STREET CITY: NEW YORK STATE: NY ZIP: 10282 FORMER NAME: FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/ DATE OF NAME CHANGE: 20010104 4 1 ownershipdoc05132013094511.xml X0306 4 2013-05-09-04:00 false 0001439095 MRC GLOBAL INC. MRC 0000886982 GOLDMAN SACHS GROUP INC 200 WEST STREET NEW YORK NY 10282 false false true false 0000769993 GOLDMAN SACHS & CO 200 WEST STREET NEW YORK NY 10282 false false true false Common Stock 2013-05-09-04:00 4 A false 1870 0 A 29090127 I See footnotes Stock Option (right to buy) 32.07 2013-05-09-04:00 4 A false 14288 0 A 2014-05-09-04:00 2023-05-09-04:00 Common Stock 14288 14288 I See footnotes This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Pursuant to the MRC Global Inc. 2011 Omnibus Incentive Plan (the "Plan"), 935 shares of restricted common stock, par value $0.01 per share, of MRC Global Inc. (the "Company"), were granted to each of Christopher A.S. Crampton and John F. Daly, in their capacity as directors of the Company. These shares vest one year from the grant date, conditioned on Messrs. Crampton and Daly's continued service with the Company and subject to accelerated vesting under certain circumstances. Messrs. Crampton and Daly, each a managing director of Goldman Sachs, each has an understanding with GS Group pursuant to which he holds such shares for the benefit of GS Group. 29,082,208 shares of common stock, par value $0.01 per share (the "Common Stock"), of the Company reported herein are beneficially owned directly by PVF Holdings LLC ("PVF"). Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, the Common Stock owned by PVF through certain investment partnerships (the "Funds") that are members of and own common units of PVF because (i) affiliates of Goldman Sachs and GS Group are the general partner, managing general partner, managing partner, managing member or member of the Funds and (ii) the Funds control PVF and have the power to vote or dispose of the Common Stock owned by PVF. 6,049 shares of Common Stock are beneficially owned directly by Goldman Sachs and indirectly by GS Group. Goldman Sachs also holds an open short position of 48 shares of Common Stock, due to an exempt transaction. GS Group may be deemed to beneficially own 14,288 options, consisting of 7,144 options granted to each of Christopher A.S. Crampton and John F. Daly in their capacity as directors of the Company pursuant to the Plan. The options vest one year from the grant date, conditioned on Messrs. Crampton and Daly's continued service with the Company and subject to accelerated vesting under certain circumstances. Messrs. Crampton and Daly, each a managing director of Goldman Sachs, each has an understanding with GS Group pursuant to which he holds such securities for the benefit of GS Group. /s/ Kevin P. Treanor, Attorney-in-fact 2013-05-13-04:00 /s/ Kevin P. Treanor, Attorney-in-fact 2013-05-13-04:00