0001181431-12-023595.txt : 20120411 0001181431-12-023595.hdr.sgml : 20120411 20120411125208 ACCESSION NUMBER: 0001181431-12-023595 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120411 FILED AS OF DATE: 20120411 DATE AS OF CHANGE: 20120411 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harris James Whelan CENTRAL INDEX KEY: 0001538456 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35504 FILM NUMBER: 12753768 MAIL ADDRESS: STREET 1: 920 MEMORIAL CITY WAY STREET 2: STE. 800 CITY: HOUSTON STATE: TX ZIP: 77024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FORUM ENERGY TECHNOLOGIES, INC. CENTRAL INDEX KEY: 0001401257 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 611488595 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8807 W SAM HOUSTON PKWY NORTH STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77040 BUSINESS PHONE: 713-351-7900 MAIL ADDRESS: STREET 1: 8807 W SAM HOUSTON PKWY NORTH STREET 2: SUITE 200 CITY: HOUSTON STATE: TX ZIP: 77040 FORMER COMPANY: FORMER CONFORMED NAME: FORUM OILFIELD TECHNOLOGIES, INC. DATE OF NAME CHANGE: 20100726 FORMER COMPANY: FORMER CONFORMED NAME: FORUM OILFIELD TECHNOLOGIES INC DATE OF NAME CHANGE: 20070529 3 1 rrd341621.xml FORM 3 X0205 3 2012-04-11 0 0001401257 FORUM ENERGY TECHNOLOGIES, INC. FET 0001538456 Harris James Whelan 920 MEMORIAL CITY WAY SUITE 800 HOUSTON TX 77024 0 1 0 0 SVP & CFO Common Stock 219077 D Stock Option 8.65 2013-01-31 Common Stock 12950 D Stock Option 6.08 2014-06-30 Common Stock 31450 D Stock Option 7.68 2020-08-01 Common Stock 222000 D Stock Option 7.68 2020-11-29 Common Stock 21053 D Stock Option 15.35 2021-12-07 Common Stock 9509 D Common Stock Warrants (right to buy) 7.68 2010-08-31 Common Stock 21423 D All of these options, granted under the Forum Oilfield Technologies, Inc. 2005 Stock Incentive Plan, are exercisable. 15,725 of these options, granted under the Forum Oilfield Technologies, Inc. 2005 Stock Incentive Plan, are exercisable. The remaining 15,275 options are exercisable in accordance with the following schedule: 1/2 of the options become exercisable on each of the third and fourth anniversaries of the date of grant (7/1/2009). 55,500 of these options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are currently exercisable. The remaining 166,500 options are exercisable in accordance with the following schedule: 1/3 of the options become exercisable on each of the second, third and fourth anniversaries of the date of grant (8/2/2010). 5,291 of these options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are currently exercisable. The remaining 15,762 options are exercisable in accordance with the following schedule: 1/3 of the options become exercisable on each of the second, third and fourth anniversaries of the date of grant (11/29/2010). These options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are exercisable in accordance with the following schedule: 1/4 of the options become exercisable on each of the first, second, third and fourth anniversaries of the date of grant (12/7/2011). These warrants expire upon the earlier of five years from the initial issuance, 2.5 years after the consummation of an initial public offering of the Company's common stock or upon the occurrence of certain other events described in the Warrant Agreement pursuant to which the warrants were issued. These warrants have an initial exercise price of $7.68 per share. The exercise price increases 0.5% at the end of each month which equates to an annual increase of 6%. /s/ James W. Harris by John C. Ivascu as Attorney-in- Fact 2012-04-11 EX-24. 2 rrd306378_346064.htm POWER OF ATTORNEY rrd306378_346064.html 

                                POWER OF ATTORNEY
       For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G

     Known by all these present,  that the  undersigned  hereby  constitutes and
appoints each of C. Christopher  Gaut, James L. McCulloch and John C. Ivascu, or
either  of them  signing  singly,  and  with  full  power of  substitution,  the
undersigned's true and lawful attorney-in-fact to:

(1)  execute  for  and  on  behalf  of  the  undersigned  (a)  Forms  3, 4 and 5
     (including  amendments  thereto) in  accordance  with Section  16(a) of the
     Securities Exchange Act of 1934 and the rules thereunder,  (b) Form 144 and
     (c) Schedules 13D and 13G (including amendments thereto) in accordance with
     Sections  13(d) and 13(g) of the  Securities  Exchange  Act of 1934 and the
     rules thereunder, but only to the extent each such form or schedule relates
     to the  undersigned's  beneficial  ownership of  securities of Forum Energy
     Technologies, Inc. or any of its subsidiaries;

(2)  do and perform any and all acts for and on behalf of the  undersigned  that
     may be necessary or desirable to complete and execute any such Form 3, 4 or
     5, Form 144 or  Schedule  13D or 13G  (including  amendments  thereto)  and
     timely  file such  Forms or  Schedules  with the  Securities  and  Exchange
     Commission and any stock exchange, self-regulatory association or any other
     authority,  and  provide a copy as  required  by law or  advisable  to such
     persons as the attorney-in-fact deems appropriate; and

(3)  take  any  other  action  of any type  whatsoever  in  connection  with the
     foregoing  that,  in the opinion of each such  attorney-in-fact,  may be of
     benefit  to,  in  the  best  interest  of,  or  legally   required  of  the
     undersigned,  it  being  understood  that  the  documents  executed  by the
     attorney-in-fact  on behalf of the  undersigned  pursuant  to this Power of
     Attorney  shall be in such form and shall contain such terms and conditions
     as the attorney-in-fact may approve in the attorney-in-fact's discretion.

     The  undersigned  hereby  grants to each  attorney-in-fact  full  power and
authority  to do and perform all and every act and thing  whatsoever  requisite,
necessary  or proper to be done in the  exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally  present,  with full power of substitution or revocation,
hereby  ratifying  and  confirming  all  that  the   attorney-in-fact,   or  the
attorney-in-facts  substitutes or  substitute,  shall lawfully do or cause to be
done by virtue of this  Power of  Attorney  and the  rights  and  powers  herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact,  and
their  substitutes,   in  serving  in  such  capacity  at  the  request  of  the
undersigned, are not assuming (nor is Forum Energy Technologies,  Inc. assuming)
any of the  undersigned's  responsibilities  to comply  with  Section  16 of the
Securities Exchange Act of 1934.

     The undersigned agrees that each such attorney-in-fact may rely entirely on
information  furnished  orally  or in  writing  by or at  the  direction  of the
undersigned to the  attorney-in-fact.  The undersigned  also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against  any  losses,  claims,  damages  or  liabilities  (or  actions  in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary  facts in the  information  provided by or at the  direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned,  to such  attorney-in-fact  for purposes of
executing,  acknowledging,  delivering  or  filing  Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies,  Inc. and such  attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.

     This Power of  Attorney  shall  remain in full  force and effect  until the
undersigned  is no  longer  required  to file  Forms  3, 4 and 5,  Form  144 and
Schedules  13D  and 13G  (including  amendments  thereto)  with  respect  to the
undersigned's  holdings of and transactions in securities issued by Forum Energy
Technologies,  Inc.,  unless  earlier  revoked  by the  undersigned  in a signed
writing  delivered to the  foregoing  attorneys-in-fact.  This Power of Attorney
revokes all other powers of attorney that the undersigned has previously granted
concerning the matters described herein.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.


                                        /s/ James W. Harris
                                        ----------------------------------------
                                        James W. Harris

                                        December 1, 2011