0001401257-20-000094.txt : 20200518 0001401257-20-000094.hdr.sgml : 20200518 20200518174201 ACCESSION NUMBER: 0001401257-20-000094 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200512 FILED AS OF DATE: 20200518 DATE AS OF CHANGE: 20200518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lux Neal CENTRAL INDEX KEY: 0001812312 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35504 FILM NUMBER: 20890944 MAIL ADDRESS: STREET 1: 10344 SAM HOUSTON PARK DRIVE STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 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: 10344 SAM HOUSTON PARK DRIVE STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 BUSINESS PHONE: 281-949-2500 MAIL ADDRESS: STREET 1: 10344 SAM HOUSTON PARK DRIVE STREET 2: SUITE 300 CITY: HOUSTON STATE: TX ZIP: 77064 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 wf-form3_158983810327148.xml FORM 3 X0206 3 2020-05-12 0 0001401257 FORUM ENERGY TECHNOLOGIES, INC. FET 0001812312 Lux Neal 10344 SAM HOUSTON PARK DRIVE SUITE 300 HOUSTON TX 77064 0 1 0 0 SVP Operations Common Stock 797336 D Stock Appreciation Rights 1.45 2022-10-31 2022-10-31 Common Stock 325000.0 D Performance Shares 2021-12-31 Common Stock 30400.0 D Represents an award of stock appreciation rights ( "SARs") granted pursuant to the Forum Energy Technologies, Inc. 2016 Stock and Incentive Plan (the "Plan"). Each SAR represents a contingent right to receive the excess, if any, of the fair market value of one share of Forum Energy Technologies, Inc. (the "Company") common stock, par value $0.01, over the exercise price upon vesting. The SARs vest on the third anniversary of the date of grant (10/31/2019) and will settle in Common Stock or, at the Company's election, in cash, as soon as practicable thereafter, subject to a threshold condition that the average closing price of a share of the Company's common stock over the twenty trading days prior to the settlement date is equal to or greater than $5.00. The SARs will be forfeited upon a termination of employment prior to vesting, except in limited circumstances. In connection with the award hereunder, the Company's Board of Directors amended the 2019 Executive Management Incentive Plan ("EMIP") to provide that the award recipient will receive a maximum payout of 75% of the target payout under the EMIP. The exercise price of each SAR is $1.45 per share, which is 125% of the Company's closing stock price on the date of grant. Each performance share represents a contingent right to receive shares of the Company's common stock, based on the Company's relative shareholder return versus that of the Company's peer group. Each performance share will settle for between 0 and 2 shares of common stock in the first quarter of 2022, based on achievement of performance measures over a three year period, following certification by the Compensation Committee of performance results. /s/ Neal Lux by John C. Ivascu as Attorney-in-Fact 2020-05-18 EX-24 2 nealluxpoav2.htm LUX POA Exhibit
Exhibit 24.1

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 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

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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/ Neal Lux                
Neal Lux

May 12, 2020                
                            


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