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*
TIDWELL JAMES M

(Last) (First) (Middle)
7135 ARDMORE ST.

(Street)
HOUSTON TX 77054

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
T-3 ENERGY SERVICES INC [ TTES ]
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)
01/10/2011
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
Common Stock 01/10/2011 D 8,670 D (1) 0 D
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 $6.85 01/10/2011 D 5,000 02/27/2004(2) 02/27/2013 Common Stock 5,000 (2) 0 D
Stock Option $5.8 01/10/2011 D 5,000 01/02/2005(3) 01/02/2014 Common Stock 5,000 (3) 0 D
Stock Option $9.45 01/10/2011 D 5,000 02/18/2006(4) 06/14/2015 Common Stock 5,000 (4) 0 D
Explanation of Responses:
1. Disposed of pursuant to the Agreement and Plan of Merger, dated as of October 6, 2010, by and among Robbins & Myers, Inc. ("RBN"), T-3 Energy Services, Inc. ("TTES"), Triple Merger I, Inc. and Triple Merger II, Inc. (the "Merger Agreement"), in exchange for $7.95 in cash plus 0.894 shares of common stock of Robbins & Myers, Inc. for each share of TTES Common Stock on January 10, 2011. Any fractional share will be paid in cash. Shares reported in Table I Column 4 include 2,500 restricted shares. These restricted shares were exchanged for $19,875 and 2,235 shares of RBN common stock.
2. This option, which provided for vesting in three equal annual installments on February 27, 2004, February 27, 2005 and February 27, 2006, was assumed by RBN pursuant to the Merger Agreement and replaced with a fully vested and exercisable option to purchase 5,960 shares of RBN common stock at $5.75 per share, on the same terms and conditions as applicable to the original TTES option.
3. This option, which provided for vesting in three equal annual installments on January 2, 2005, January 2, 2006 and January 2, 2007, was assumed by RBN pursuant to the Merger Agreement and replaced with a fully vested and exercisable option to purchase 5,960 shares of RBN common stock at $4.87 per share, on the same terms and conditions as applicable to the original TTES option.
4. This option, which provided for vesting in three equal annual installments on February 18, 2006, February 18, 2007 and February 18, 2008, was assumed by RBN pursuant to the Merger Agreement and replaced with a fully vested and exercisable option to purchase 5,960 shares of RBN common stock at $7.93 per share, on the same terms and conditions as applicable to the original TTES option.
/s/ James M. Tidwell 01/11/2011
** 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).
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