Initial Statement of Beneficial Ownership (3)
February 27 2015 - 11:49AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Sloan Thomas B JR
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2. Date of Event Requiring Statement (MM/DD/YYYY)
2/24/2015
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3. Issuer Name
and
Ticker or Trading Symbol
TESCO CORP [TESO]
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(Last)
(First)
(Middle)
3993 W. SAM HOUSTON PARKWAY N., SUITE 100
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
___
X
___ Officer (give title below)
_____ Other (specify below)
Vice President /
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(Street)
HOUSTON, TX 77043
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option to Purchase
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(1)
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12/12/2021
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Common Stock
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6600.0000
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$12.2200
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D
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Performance Stock Units - EPS
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3/16/2018
(2)
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3/16/2018
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Common Stock
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2900.0000
(3)
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(4)
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D
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Performance Stock Units - ROCE
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3/16/2018
(2)
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3/16/2018
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Common Stock
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2900.0000
(5)
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(4)
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D
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Restricted Stock Unit
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(6)
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6/13/2017
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Common Stock
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1500.0000
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(4)
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D
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Restricted Stock Unit
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(7)
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12/12/2017
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Common Stock
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5500.0000
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(4)
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D
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Explanation of Responses:
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(
1)
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The Option to Purchase vests in three equal annual installments beginning 12/12/2015.
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(
2)
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The performance period begins January 1, 2015 and ends December 31, 2017. To the extent earned, the PSUs will be settled 100 percent in shares. The potential settlement date is March 16, 2018. The reporting person may receive a number of shares of the Company's common stock from 0 to 200 percent of the PSUs granted, depending on the performance level achieved.
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(
3)
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This number represents the PSUs granted. The PSU performance goals are based on the Company's Earnings per Share ("EPS") based on a 3 year Target Matrix of Revenue and EPS. Each award has a three year performance period followed by an additional time-based vesting period, ending March 16, 2018, during which time the multiplier will be calculated.
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(
4)
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Each PSU or RSU may be redeemed, at the Company's discretion, for one share of the Company's common stock or its cash equivalent.
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(
5)
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This number represents the PSUs granted. The PSU performance goals are based on the Company's ROCE (EBIT/(Total Assets w/o Cash-Current Liabilities)) calculated as an average of the annual ROCE over a three year performance period, with each annual ROCE calculated quarterly. Each award has a three year performance period, followed by an additional time-based vesting period, ending March 16, 2018, during which time the multiplier will be calculated.
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(
6)
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The RSU vests in three equal annual installments beginning June 13, 2015.
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(
7)
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The RSUs vest in three equal annual installments beginning December 12, 2015.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Sloan Thomas B JR
3993 W. SAM HOUSTON PARKWAY N.
SUITE 100
HOUSTON, TX 77043
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Vice President
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Signatures
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/s/ Thomas B Sloan Jr
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2/27/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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