0001209191-19-024280.txt : 20190410
0001209191-19-024280.hdr.sgml : 20190410
20190410171341
ACCESSION NUMBER: 0001209191-19-024280
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190329
FILED AS OF DATE: 20190410
DATE AS OF CHANGE: 20190410
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hastings Jeff
CENTRAL INDEX KEY: 0001580993
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35471
FILM NUMBER: 19742245
MAIL ADDRESS:
STREET 1: 3333 8TH STREET SE
STREET 2: 3RD FLOOR
CITY: CALGARY
STATE: A0
ZIP: T2G 3A4
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SAExploration Holdings, Inc.
CENTRAL INDEX KEY: 0001514732
STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382]
IRS NUMBER: 274867100
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1160 DAIRY ASHFORD RD.
STREET 2: SUITE 160
CITY: HOUSTON
STATE: TX
ZIP: 77079
BUSINESS PHONE: 281-258-4400
MAIL ADDRESS:
STREET 1: 1160 DAIRY ASHFORD RD.
STREET 2: SUITE 160
CITY: HOUSTON
STATE: TX
ZIP: 77079
FORMER COMPANY:
FORMER CONFORMED NAME: Trio Merger Corp.
DATE OF NAME CHANGE: 20110307
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-03-29
0
0001514732
SAExploration Holdings, Inc.
SAEX
0001580993
Hastings Jeff
4860 25TH ST SE
CALGARY
A0
T2B 3M2
ALBERTA, CANADA
1
1
0
0
Chairman and CEO
Common Stock
56658
D
Common Stock
1350
I
Through dispositive and voting control of Speculative Seismic Investments, LLC
Common Stock
1201
I
Through dispositive and voting control of CLCH, LLC
Restricted Stock Unit
Common Stock
73360
D
6% Senior Secured Convertible Notes due 2023
2018-09-26
2023-09-22
Common Stock
173913
247273
D
Restricted Stock Unit
2019-03-29
2019-03-29
4
A
0
63595
0.00
A
Common Stock
63595
310868
D
Restricted Stock Unit
2019-03-29
2019-03-29
4
A
0
157760
0.00
A
Common Stock
157760
468628
D
Adjusted to reflect the one-for-twenty reverse stock split that occurred on September 14, 2018.
Speculative Seismic Investments, LLC is a Texas limited liability company controlled by the Reporting Person.
CLCH, LLC is an Alaska limited liability company controlled by the Reporting Person.
The reporting person purchased $1,000,000 principal amount of the 6.00% Senior Secured Convertible Notes due 2023 (the "2023 Notes") issued by SAExploration Holdings, Inc. (the "Company) on September 26, 2018. The 2023 Notes are convertible into shares of the Company's common stock at an initial rate of 173.91304 shares of common stock per $1,000 principal amount of 2023 Notes. The rate of conversion is subject to adjustments customary for securities of this type. The reporting person may convert at any time from the date of issuance to the close of business on the second business day immediately preceding the maturity of September 26, 2013; however, conversion of the 2023 Notes is subject to the Company's right to select settle its conversion obligation in cash or in shares of common stock.
Restricted stock units ("RSUs") were issued pursuant to the Company's Amended and Restated 2018 Long-Term Incentive Plan (the "Plan") as a long-term incentive award based on 2018 performance. These RSUs vest on September 29, 2020 and will convert into shares of common stock on a one for one bases.
These RSUs were issued pursuant to the Plan as additional management incentive plan ("MIP") awards due under the terms of the employment agreement between the Company and the reporting person (the "True-Up MIP Awards"). These True-Up MIP awards vest 50% on April 12, 2019 and 50% on January 29, 2021 and will convert into shares of common stock on a one for one basis.
Jeff Hastings
2019-04-10