0001514732-16-000320.txt : 20161227 0001514732-16-000320.hdr.sgml : 20161226 20161227160852 ACCESSION NUMBER: 0001514732-16-000320 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20161222 FILED AS OF DATE: 20161227 DATE AS OF CHANGE: 20161227 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SAExploration Holdings, Inc. CENTRAL INDEX KEY: 0001514732 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 274867100 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1160 DAIRY ASHFORD RD. STREET 2: SUITE 160 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 281-258-4400 MAIL ADDRESS: STREET 1: 1160 DAIRY ASHFORD RD. STREET 2: SUITE 160 CITY: HOUSTON STATE: TX ZIP: 77079 FORMER COMPANY: FORMER CONFORMED NAME: Trio Merger Corp. DATE OF NAME CHANGE: 20110307 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hastings Jeff CENTRAL INDEX KEY: 0001580993 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35471 FILM NUMBER: 162070775 MAIL ADDRESS: STREET 1: 3333 8TH STREET SE STREET 2: 3RD FLOOR CITY: CALGARY STATE: A0 ZIP: T2G 3A4 4 1 wf-form4_148287291931191.xml FORM 4 X0306 4 2016-12-22 0 0001514732 SAExploration Holdings, Inc. SAEX 0001580993 Hastings Jeff 3333 8TH STREET SE 3RD FLOOR CALGARY A0 T2G 3A4 ALBERTA, CANADA 1 1 0 0 Chairman and CEO Common Stock 2016-12-22 4 S 0 33812 8.04 D 109156 I Through dispositive and voting control of Speculative Seismic Investments, LLC Common Stock 830 D Common Stock 24221 I Through dispositive and voting control of CLCH, LLC Restricted Stock Units 2019-09-26 Common Stock 88252.0 88252 D Stock Option (Right to Buy) 10.19 2026-09-26 Common Stock 88252.0 88252 D Speculative Seismic Investments, LLC is a Texas limited liability company controlled by the Reporting Person. CLCH, LLC is an Alaska limited liability company controlled by the Reporting Person. The restricted stock units were issued pursuant to the SAExploration Holdings, Inc. (the "Company") 2016 Long Term Incentive Plan (the "LTIP") on September 26, 2016. Each restricted stock unit issued pursuant to the LTIP represents the right to receive, upon the applicable vesting date, either (i) a share of Common Stock of the Company or (ii) an amount of cash equal in value to the value of a share of the Company's Common Stock on the date of transfer. The restricted stock units will vest as follows: (i) 1/3 on the earliest to occur of certain events as defined in the LTIP; (ii) 1/3 on the second anniversary of the Closing Date, as defined in the LTIP; and (iii) the remaining 1/3 on the third anniversary of the Closing Date, as defined in the LTIP. The non-qualified stock options were issued pursuant to the Company's LTIP on September 26, 2016. The Exercise Price of the option is $10.19 per share, which is equal to the VWAP per common share for the 30-day period that ends on the Grant Date, all terms as defined in the LTIP. The stock option becomes exercisable as follows: (i) 1/3 of the Option on the earliest to occur of certain events as defined in the LTIP, (ii) 1/3 of the Option on the second anniversary of the Closing Date, as defined in the LTIP; and (iii) the remaining 1/3 of the Option on the third anniversary of the Closing Date, as defined in the LTIP. /s/ Jeffrey Hastings 2016-12-27