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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance Shares | $ 0 | 02/13/2018 | A | 16,864 | (1) | (1) | Common Shares | 16,864 | $ 0 | 16,864 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BERGMARK RICHARD L 6316 WINDFERN ROAD HOUSTON, TX 77040 |
X | EVP & CFO |
/s/ Mark Elvig, Attorney-in-Fact | 02/15/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These awards vest at the end of a three-year performance period that begins on January 1, 2018 and ends on the last NYSE trading day of December 2020 (the "Performance Period"). This award survives termination of employment due to death, disability, termination by the Company without cause or retirement by the employee upon having reached 64 years of age. In all cases, the shares will vest at the end of the Performance Period as follows: 50% of the award will vest if the Company is in the top 50th percentile of Return on Invested Capital (ROIC) among the Bloomberg Peer Group (BPG), 100% of the award will vest if the Company is in the top 75th percentile of ROIC of the BPG and 150% of the award will vest if the Company is the top performing company of the BPG, all as shown by data published by Bloomberg upon the close of the NYSE market on the last trading day of the Performance Period. If the minimum performance criteria is not met, then no shares shall vest and the award be forfeited. |