0001209191-15-059018.txt : 20150702 0001209191-15-059018.hdr.sgml : 20150702 20150702172017 ACCESSION NUMBER: 0001209191-15-059018 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150630 FILED AS OF DATE: 20150702 DATE AS OF CHANGE: 20150702 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dresser-Rand Group Inc. CENTRAL INDEX KEY: 0001316656 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 201780492 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: WEST8 TOWER, SUITE 1000 STREET 2: 10205 WESTHEIMER ROAD CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: (713) 354-6100 MAIL ADDRESS: STREET 1: WEST8 TOWER, SUITE 1000 STREET 2: 10205 WESTHEIMER ROAD CITY: HOUSTON STATE: TX ZIP: 77042 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nechar Gustavo CENTRAL INDEX KEY: 0001521733 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32586 FILM NUMBER: 15971004 MAIL ADDRESS: STREET 1: 10205 WESTHEIMER, SUITE 1000 CITY: HOUSTON STATE: TX ZIP: 77042 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-06-30 1 0001316656 Dresser-Rand Group Inc. DRC 0001521733 Nechar Gustavo C/O DRESSER-RAND 10205 WESTHEIMER, SUITE 1000 HOUSTON TX 77042 0 1 0 0 V.P., Human Resources Common Stock 2015-06-30 4 D 0 7542 85.20 D 0 D Common Stock 2015-06-30 4 A 0 826 0.00 A 826 D Common Stock 2015-06-30 4 D 0 826 85.20 D 0 D Common Stock 2015-06-30 4 A 0 3180 0.00 A 3180 D Common Stock 2015-06-30 4 D 0 3180 85.20 D 0 D Restricted Stock Units 0.00 2015-06-30 4 D 0 8325 85.20 D 2018-02-15 Common Stock 8325 0 D Employee Stock Option 40.29 2015-06-30 4 D 0 7708 D 2021-08-15 Common Stock 7708 0 D Stock Appreciation Right 52.40 2015-06-30 4 D 0 4233 D 2022-02-15 Stock Appreciation Right 4233 0 D Stock Appreciation Right 62.19 2015-06-30 4 D 0 4795 D 2023-02-15 Stock Appreciation Right 4795 0 D Employee Stock Option 58.70 2015-06-30 4 D 0 8113 D 2024-02-15 Common Stock 8113 0 D Each share was disposed of pursuant to the Agreement and Plan of Merger by and among Siemens Energy, Inc. and the Company for $85.20 in cash. Performance-based restricted stock units held under the Dresser-Rand Group 2008 Stock Incentive Plan ("2008 Plan"). Each restricted stock unit became fully vested and was converted into the right to receive a cash payment of $85.20, in each case, pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company Restricted stock units held under the 2008 Plan. Each restricted stock unit became fully vested and was converted into the right to receive a cash payment of $85.20 pursuant to the the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company. Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on August 15, 2012. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company. Stock Appreciation Right granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2013 ("SAR"). The SAR became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the SAR and (y) the difference between the exercise price of the SAR and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company. Stock Appreciation Right granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2014 ("SAR"). The SAR became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the SAR and (y) the difference between the exercise price of the SAR and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company. Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2015. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company. /s/ Kelli A. Mowry, Attorney-in-Fact 2015-07-02