0001209191-15-059040.txt : 20150702
0001209191-15-059040.hdr.sgml : 20150702
20150702173237
ACCESSION NUMBER: 0001209191-15-059040
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: Mai Mark Francis
CENTRAL INDEX KEY: 0001414131
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32586
FILM NUMBER: 15971188
MAIL ADDRESS:
STREET 1: 1200 W, SAM HOUSTON PARKWAY N.
CITY: HOUSTON
STATE: TX
ZIP: 77043
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-06-30
1
0001316656
Dresser-Rand Group Inc.
DRC
0001414131
Mai Mark Francis
C/O DRESSER-RAND GROUP INC.
10205 WESTHEIMER, SUITE 1000
HOUSTON
TX
77042
0
1
0
0
VP,Gen Counsel & Secretary
Common Stock
2015-06-30
4
D
0
40951
85.20
D
0
D
Common Stock
2015-06-30
4
A
0
6364
0.00
A
6364
D
Common Stock
2015-06-30
4
D
0
6364
85.20
D
0
D
Common Stock
2015-06-30
4
A
0
1830
0.00
A
1830
D
Common Stock
2015-06-30
4
D
0
1830
85.20
D
0
D
Restricted Stock Units
0.00
2015-06-30
4
D
0
16815
85.20
D
2018-02-15
Common Stock
16815
0
D
Employee Stock Option
35.18
2015-06-30
4
D
0
22619
D
2017-11-15
Common Stock
22619
0
D
Employee Stock Option
34.57
2015-06-30
4
D
0
21550
D
2018-02-15
Common Stock
21550
0
D
Employee Stock Option
40.25
2015-06-30
4
D
0
5964
D
2018-05-15
Common Stock
5964
0
D
Employee Stock Option
21.59
2015-06-30
4
D
0
27656
D
2019-02-16
Common Stock
27656
0
D
Employee Stock Option
30.71
2015-06-30
4
D
0
12198
D
2020-02-15
Common Stock
12198
0
D
Employee Stock Option
46.99
2015-06-30
4
D
0
11199
D
2021-02-15
Common Stock
11199
0
D
Employee Stock Option
52.40
2015-06-30
4
D
0
10230
D
2022-02-15
Common Stock
10230
0
D
Employee Stock Option
62.19
2015-06-30
4
D
0
10616
D
2023-02-15
Common Stock
10616
0
D
Employee Stock Option
58.70
2015-06-30
4
D
0
16227
D
2024-02-15
Common Stock
16227
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 Dresser-Rand Group 2005 Stock Incentive Plan, exercisable in three equal annual installments beginning on November 15, 2008. 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2009. 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on May 15, 2009. 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 16, 2010. 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2011. 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2013.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.
Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2014. 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.
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