0001179110-11-005097.txt : 20110317 0001179110-11-005097.hdr.sgml : 20110317 20110317160527 ACCESSION NUMBER: 0001179110-11-005097 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091218 FILED AS OF DATE: 20110317 DATE AS OF CHANGE: 20110317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Killgore Michael D CENTRAL INDEX KEY: 0001489664 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34145 FILM NUMBER: 11695278 MAIL ADDRESS: STREET 1: C/O PRIMORIS SERVICES CORPORATION STREET 2: 26000 COMMERCENTRE DR. CITY: CARLSBAD STATE: CA ZIP: 92009 FORMER NAME: FORMER CONFORMED NAME: Kilgore Michael D DATE OF NAME CHANGE: 20100415 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Primoris Services Corp CENTRAL INDEX KEY: 0001361538 STANDARD INDUSTRIAL CLASSIFICATION: WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION [1623] IRS NUMBER: 204743916 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1500 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-740-5600 MAIL ADDRESS: STREET 1: 2100 MCKINNEY AVENUE, SUITE 1500 CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: Primoris Services CORP DATE OF NAME CHANGE: 20080821 FORMER COMPANY: FORMER CONFORMED NAME: Rhapsody Acquisition Corp. DATE OF NAME CHANGE: 20060503 3 1 edgar.xml FORM 3 - X0203 3 2009-12-18 0 0001361538 Primoris Services Corp PRIM 0001489664 Killgore Michael D C/O PRIMORIS SERVICE CORPORATION 2100 MCKINNEY AVENUE, SUITE 1500 DALLAS TX 75201 1 1 0 0 Exec VP, Dir Const Svcs Common Stock 707034 D Represents shares of common stock issued to Mr. Killgore on April 12, 2010, in connection with the issuer's acquisition of James Construction Group, LLC. At the closing of the acquisition on December 18, 2009, Mr. Killgore was issued a total of 7,070.34 shares of the issuer's Series A Contingent Convertible Preferred Stock. At a special meeting of the stockholders of the issuer on April 12, 2010, the issuer's stockholders approved the conversion of Mr. Killgore's preferred shares into a total of 707,034 shares of common stock. /s/ Peter J. Moerbeek, by power of attorney 2011-03-17 EX-24 2 ex24killgore.txt POWER OF ATTORNEY POWER OF ATTORNEY Know all these presents, that the undersigned hereby constitutes and appoints Brian Pratt, Chief Executive Officer, Peter J. Moerbeek, Chief Financial Officer, John P. Schauerman, Executive Vice President, and John M. Perisich, Senior Vice President of Primoris Services Corp., a Delaware corporation (the "Company"), with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: 1. prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Act"), Rule 13d-1 of the Act, or any other rule or regulation of the SEC; 2. execute for an on behalf of the undersigned, in the undersigned's capacity as an officer, director, or stockholder of the Company, Forms 3, 4 and 5 in accordance 3 with Section 16(a) of the Act and the rules thereunder, Schedules 13D and 13G in accordance with Rule 13d-1 of the Act, and any other forms or reports the undersigned's may be required to file in connection with the undersigned's ownership, acquisition or disposition of securities of the Company; 3. do and perform any and all acts for and on behalf of the undersigned's which may be necessary or desirable to (i) complete and execute any such Form 3, Form 4, Form 5, Schedule 13D, Schedule 13G or other forms or reports the undersigned's may be required to file in connection with the undersigned's ownership, acquisition or disposition of securities of the Company, (ii) complete and execute any amendment or amendments thereto, and (iii) timely file such forms or reports with the SEC and any stock exchange or similar authority; and 4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in- fact, may be of benefit to, in the best interest of, or legally required by, the undersigned's, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned's pursuant to this Power of Attorney shall be in such form and shall contain such terms as such attorney- in-fact may approve in such attorney-in-facts discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Act, Rule 13d-1 of the Act, or any other rule or regulation of the SEC; This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file reports required by the Act with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact. IN WITNESS WHEREOF, the undersigned's has caused this Power of Attorney to be executed as of April 14, 2010. /s/Michael D. Killgore Michael D. Killgore