X0306 4 2013-01-02 0 0000866829 HELIX ENERGY SOLUTIONS GROUP INC HLX 0001041815 KRATZ OWEN E 400 N SAM HOUSTON PARKWAY E SUITE 400 HOUSTON TX 77060 1 1 0 0 PRESIDENT & CEO Common Stock 2013-01-02 4 A 0 36337 A 5156597 D Performance Share Unit 2013-01-02 4 A 0 72674 0.00 A Common Stock 72674 72674 D This restricted stock award was granted pursuant to the Company's 2005 Long Term Incentive Plan (as Amended and Restated effective May 9, 2012) and therefore has no purchase or sales price. Mr. Kratz also has indirect holdings of 1,000,000 shares owned by Joss Investments Limited Partnership, the general partner of which is an entity that Mr. Kratz controls. Each Performance Share Unit ("PSU") represents the contingent right to receive one share of Helix Energy Solutions Group, Inc. ("Company") common stock. Actual number of shares upon vesting may range from 0% to 200% dependent on the Company's relative shareholder return as compared to its peer group over a three-year period beginning January 1, 2013 and ending December 31, 2015. The Compensation Committee has the option to pay the value in cash at its discretion. Amount reported is 200% of the number of PSUs granted and the maximum number that may be earned. Upon payment of the PSUs which shall occur no later than March 15, 2016. /s/ Margaret C. Fitzgerald by Power of Attorney 2013-01-04