FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/05/2016 |
3. Issuer Name and Ticker or Trading Symbol
Bristow Group Inc [ BRS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 737.3 | I | By UK Share Incentive Plan |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Restricted Stock Units | 06/04/2017(1) | 06/04/2017 | Common Stock | 1,752 | $0(2) | D | |
Restricted Stock Units | 06/04/2018(3) | 06/04/2018 | Common Stock | 1,842 | $0(2) | D | |
Restricted Stock Units | 06/07/2019(4) | 06/07/2019 | Common Stock | 6,736(5) | $0(2) | D | |
Employee Stock Option (Right to Buy) | 05/24/2008(6) | 05/24/2017 | Common Stock | 4,500 | $46.45 | D | |
Employee Stock Option (Right to Buy) | 06/05/2009(7) | 06/05/2018 | Common Stock | 3,223 | $50.25 | D | |
Employee Stock Option (Right to Buy) | 06/04/2010(8) | 06/04/2019 | Common Stock | 1,075 | $32.9 | D | |
Employee Stock Option (Right to Buy) | 06/09/2011(9) | 06/09/2020 | Common Stock | 1,256 | $30.16 | D | |
Employee Stock Option (Right to Buy) | 06/08/2012(10) | 06/08/2021 | Common Stock | 3,773 | $43.79 | D | |
Employee Stock Option (Right to Buy) | 05/25/2013(11) | 05/25/2022 | Common Stock | 3,652 | $43.38 | D | |
Employee Stock Option (Right to Buy) | 06/06/2014(12) | 06/06/2023 | Common Stock | 4,017 | $62.65 | D | |
Employee Stock Option (Right to Buy) | 06/04/2015(13) | 06/04/2024 | Common Stock | 7,272 | $74.37 | D | |
Employee Stock Option (Right to Buy) | 06/04/2016(14) | 06/04/2025 | Common Stock | 9,706 | $58.17 | D | |
Employee Stock Option (Right to Buy) | 06/07/2017(15) | 06/07/2026 | Common Stock | 18,853 | $16.21 | D |
Explanation of Responses: |
1. Restricted Stock Units granted on June 4, 2014 vest on the third anniversary of the date of grant. |
2. The conversion or exercise price of the security is 1 for 1. |
3. Restricted Stock Units granted on June 4, 2015 vest on the third anniversary of the date of grant. |
4. Restricted Stock Units granted on June 7, 2016 vest on the third anniversary of the date of grant. |
5. These Restricted Stock Unit awards were expressly subject to and contingent upon the approval by the Company's stockholders of a proposed amendment and restatement of the 2007 Long Term Incentive Plan (the "Amendment") at the Annual Meeting of Stockholders that was held on Wednesday, August 3, 2016, which Amendment was officially approved by the stockholders on said date. |
6. Options granted on May 24, 2007 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
7. Options granted on June 5, 2008 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
8. Options granted on June 4, 2009 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
9. Options granted on June 9, 2010 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
10. Options granted on June 8, 2011 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
11. Options granted on May 25, 2012 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
12. Options granted on June 6, 2013 vested in three equal annual installments beginning on the first anniversary of the date of grant. |
13. Options granted on June 4, 2014 vest in three equal annual installments beginning on the first anniversary of the date of grant. |
14. Options granted on June 4, 2015 vest in three equal annual installments beginning on the first anniversary of the date of grant. |
15. Options granted on June 7, 2016 vest in three equal annual installments beginning on the first anniversary of the date of grant. |
/s/ E. Chipman Earle, Attorney-in-Fact | 10/12/2016 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |