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
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1. Name and Address of Reporting Person*
Ulakovic Darko

(Last) (First) (Middle)
3993 W. SAM HOUSTON PARKWAY N.
SUITE 100

(Street)
HOUSTON TX 77043

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/19/2014
3. Issuer Name and Ticker or Trading Symbol
TESCO CORP [ TESO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Vice President
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 3,470.7123 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
Option to Purchase (1) 12/12/2021 Common Stock 7,700 $12.22 D
Option to Purchase (2) 11/07/2020 Common Stock 4,600 $18.06 D
Performance Stock Units - EPS 03/16/2018(3) 03/16/2018 Common Stock 3,400(4) (5) D
Performance Stock Units - OI 12/31/2016(6) 12/31/2016 Common Stock 1,400(7) (5) D
Performance Stock Units - ROCE 03/16/2018(3) 03/16/2018 Common Stock 3,400(8) (5) D
Performance Stock Units - TSR 12/31/2016(6) 12/31/2016 Common Stock 1,400(9) (5) D
Restricted Stock Unit (10) 11/07/2016 Common Stock 1,400 (5) D
Restricted Stock Unit (11) 11/08/2015 Common Stock 567 (5) D
Restricted Stock Unit (12) 12/12/2017 Common Stock 4,000 (5) D
Explanation of Responses:
1. The Option to Purchase vests in three equal annual installments beginning December 12, 2015.
2. The Option to Purchase vests in three equal annual installments beginning November 7, 2014.
3. The performance period begins January 1, 2015 and ends December 31, 2017. To the extent earned, the PSUs will be settled 100 percent in shares. The potential settlement date is March 16, 2018. The reporting person may receive a number of shares of the Company's common stock from 0 to 200 percent of the PSUs granted, depending on the performance level achieved.
4. This number represents the PSUs granted. The PSU performance goals are based on the Company's Earnings per Share ("EPS") based on a 3 year Target Matrix of Revenue and EPS. Each award has a three year performance period followed by an additional time-based vesting period, ending March 16, 2018, during which time the multiplier will be calculated.
5. Each PSU or RSU may be redeemed, at the Company's discretion, for one share of the Company's common stock or its cash equivalent.
6. The first performance period is the year ending December 31, 2014. To the extent earned, PSUs will be settled 100 percent in shares. The potential settlement date is December 31, 2016. The reporting person may receive a number of shares of Company common stock from 0 to 150 percent of the PSUs granted, depending on the performance level achieved.
7. This number represents the performance stock units ("PSUs") granted. The PSU performance goals are based on the Company's operating income percentage as compared to the Company's budget. Each award has a one year performance period followed by an additional two-year time-based vesting period.
8. This number represents the PSUs granted. The PSU performance goals are based on the Company's ROCE (EBIT/(Total Assets w/o Cash-Current Liabilities)) calculated as an average of the annual ROCE over a three year performance period, with each annual ROCE calculated quarterly. each award has a three year performance period followed by an additional time based vesting period, ending March 16, 2018, during which time the multiplier will be calculated.
9. This number represents the PSUs granted. The PSU performance goals are based on the Company's one-year total shareholder return as compared to the Company's identified peers. Each award has a one-year performance period followed by an additional two-year time-based vesting period.
10. The RSU was granted with a three year vest date with one year already vested. The remaining shares will vest equally on the second and third vest dates.
11. The Restricted Stock Units ("RSUs") were granted with a three year vest date, with two years already vested. The last vest date is November 8, 2015.
12. The RSUs vest in three equal annual installments beginning December 12, 2015.
/s/ Darko Ulakovic 01/19/2015
** 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.
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