SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Bowhay John L.

(Last) (First) (Middle)
2 HOUSTON CENTER
909 FANNIN, SUITE 3100

(Street)
HOUSTON TX 77010

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2015
3. Issuer Name and Ticker or Trading Symbol
MRC GLOBAL INC. [ MRC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP-Valves, Fittings, Flanges
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 13,882(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) (2) 11/10/2021 Common Stock 1,657 $18.1 D
Stock Options (Right to Buy) (3) 03/07/2023 Common Stock 1,080 $29.35 D
Stock Options (Right to Buy) (4) 09/03/2023 Common Stock 2,255 $26.25 D
Stock Options (Right to Buy) (5) 02/18/2024 Common Stock 3,557 $29.3 D
Explanation of Responses:
1. On 3/7/2013, the reporting person received 148 restricted shares (the "March 2013 Grant") of common stock, par value $0.01 per share, of MRC Global Inc. (the "Common Stock"). 20% of the March 2013 Grant vested on each of 3/7/2014 and 3/7/2015, at which times 14 and 10 shares of Common Stock, respectively, were surrendered to satisfy tax withholding obligations. Of the remaining March 2013 Grant, 20% will vest on each of 3/7/2016, 3/7/2017 and 3/7/2018, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances. On 9/3/2013, the reporting person received 322 restricted shares (the "September 2013 Grant") of Common Stock. 20% of the September 2013 Grant vested on each of 9/3/2014 and 9/3/2015, at which times 13 and 19 shares of Common Stock, respectively, were surrendered to satisfy tax withholding obligations. Of the remaining September 2013 Grant, 20% will vest on each of 3/7/2016, 3/7/2017 and 3/7/2018, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances. On 2/18/2014, the reporting person received 1,451 restricted shares (the "February 2014 Grant") of Common Stock. 25% of the February 2014 Grant vested on 2/18/2015, at which time 68 shares of Common Stock were surrendered to satisfy tax withholding obligations. Of the remaining February 2014 Grant, 25% will vest on each of 2/18/2016, 2/18/2017 and 2/18/2018, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances. On 2/17/2015, the reporting person received 12,085 Restricted Stock Units (the "February 2015 Grant"). Each Restricted Stock Unit represents a contingent right to receive one share of issuer's Common Stock. 34% of the February 2015 Grant will vest on 2/17/2016, and 33% of the February 2015 Grant will vest on each of 2/17/2017 and 2/17/2018, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances.
2. All of the options reported above are fully vested and exercisable.
3. 25% of the options reported above vested and became exercisable on each of 3/7/2014 and 3/7/2015, and 25% of the options reported above will vest and become exercisable on each of 3/7/2016 and 3/7/2017, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances.
4. 25% of the options reported above vested and became exercisable on each of 9/3/2014 and 9/3/2015, and 25% of the options reported above will vest and become exercisable on each of 9/3/2016 and 9/3/2017, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances.
5. 33% of the options reported above vested and became exercisable on 2/18/2015. 33% of the options reported above will vest and become exercisable 2/18/2016, and 34% of the options reported above will vest and become exercisable on 2/18/2017, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances.
Ann D. Garnett 10/13/2015
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.