X0306 5 2017-12-31 0 0 0001030749 GULFMARK OFFSHORE INC GLF 0001675391 Muller Cindy 842 W. SAM HOUSTON PARKWAY N. STE 400 HOUSTON TX 77024 1 Frmr SVP - Gen Cnsl & Corp Sec Class A Common Stock, $0.01 par value 2017-10-06 5 F 0 2736 0.183 D 0 D Class A Common Stock, $0.01 par value 2017-11-14 5 J 0 7264 D 0 D Common Stock, $0.01 par value 2017-11-14 5 J 0 20 A 20 D Warrants (rights to buy) 100 2017-11-14 5 J 0 213 A Common Stock 213 213 D Warrants (rights to buy) 100 2017-11-14 5 J 0 266 A Common Stock 266 479 D Phantom Stock 2017-11-14 5 J 0 19508.05 A Class A Common Stock 19508.05 0 D Phantom Stock 2017-11-14 5 J 0 25 A Common Stock 25 25 D Effective November 14, 2017 (the "Effective Date"), the Issuer emerged from bankruptcy pursuant to a Chapter 11 Plan (the "Plan"). Transaction was a withholding and sale by the Issuer of a portion of vested restricted Class A Common Stock, $0.01 par value per share, of the Issuer outstanding immediately prior to the Effective Date ("Predecessor Common Stock"), to satisfy the reporting person's tax obligations upon the immediate vesting of such shares in anticipation of the Issuer's emergence from bankruptcy. On the Effective Date, all Predecessor Common Stock was canceled and each holder of such Predecessor Common Stock, including the reporting person, received her pro rata share of (a) new shares of the Issuer's common stock ("Shares"), representing in the aggregate 0.75% of the Shares, or as applicable, certain warrants (the "Reorganized GulfMark Equity"), subject to dilution by the Reorganized GulfMark Equity issued or issuable under the Issuer's management incentive plan (the "MIP") and upon exercise of the New Existing Equity Warrants (as defined below), and (b) warrants for 7.5% of the equity in the reorganized Issuer subject to dilution by the Reorganized GulfMark Equity issued or issuable under the MIP, with an exercise price based on an equity value of $1 billion (the "New Existing Equity Warrants"). Accordingly, the reporting person's 7,264 shares of Predecessor Common Stock were canceled and she received 20 Shares and New Existing Equity Warrants to purchase 213 Shares. On the Effective Date and pursuant to the Plan, the reporting person's 19,508.05 shares of Predecessor Common Stock underlying the Phantom Stock units held in a "Rabbi" trust to hold the stock portion of the reporting person's benefits under the Issuer's Executive Nonqualified Excess Plan were cancelled for 25 Shares and 266 New Existing Equity Warrants. /s/ Cindy Muller 2018-03-27