0001104659-20-128637.txt : 20201123
0001104659-20-128637.hdr.sgml : 20201123
20201123212719
ACCESSION NUMBER: 0001104659-20-128637
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201119
FILED AS OF DATE: 20201123
DATE AS OF CHANGE: 20201123
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Thornton Karen D.
CENTRAL INDEX KEY: 0001703036
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38382
FILM NUMBER: 201339723
MAIL ADDRESS:
STREET 1: 777 MAIN STREET, SUITE 2900
CITY: FORT WORTH
STATE: TX
ZIP: 76102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FTS International, Inc.
CENTRAL INDEX KEY: 0001529463
STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389]
IRS NUMBER: 451610731
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 777 MAIN STREET
STREET 2: SUITE 2900
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: (817) 862-2000
MAIL ADDRESS:
STREET 1: 777 MAIN STREET
STREET 2: SUITE 2900
CITY: FORT WORTH
STATE: TX
ZIP: 76102
FORMER COMPANY:
FORMER CONFORMED NAME: FTS International, LLC
DATE OF NAME CHANGE: 20111020
FORMER COMPANY:
FORMER CONFORMED NAME: FTS International, Inc.
DATE OF NAME CHANGE: 20111020
FORMER COMPANY:
FORMER CONFORMED NAME: Frac Tech International, LLC
DATE OF NAME CHANGE: 20110907
4
1
a4.xml
4
X0306
4
2020-11-19
0
0001529463
FTS International, Inc.
FTSI
0001703036
Thornton Karen D.
777 MAIN STREET, SUITE 2900
FORT WORTH
TX
76102
0
1
0
0
Chief Administrative Officer
Common Stock
2020-11-19
4
J
0
6912
D
0
D
Class A Common Stock
2020-11-19
4
A
0
1816
A
1816
D
Restricted Stock Units
0.00
2020-11-19
4
J
0
2000
0.00
D
Common Stock
2000
0
D
Restricted Stock Units
0.00
2020-11-19
4
J
0
2000
0.00
D
Common Stock
2000
0
D
Warrant (right to buy)
33.04
2020-11-19
4
A
0
2154
A
2023-11-19
Class A Common Stock
2154
2154
D
Warrant (right to buy)
37.14
2020-11-19
4
A
0
5387
A
2023-11-19
Class A Common Stock
5387
5387
D
Restricted Stock Units
2020-11-20
4
A
0
67515
0.00
A
Class A Common Stock
67515
67515
D
Performance Stock Units
2020-11-20
4
A
0
33758
0.00
A
Class A Common Stock
33758
33758
D
Option Rights
14.11
2020-11-20
4
A
0
33758
0.00
A
2030-11-20
Class A Common Stock
33758
33758
D
On September 22, 2020, FTS International, Inc. (the "Company") and certain of its subsidiaries filed petitions for voluntary relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court"). On September 22, 2020, the Company filed the Joint Prepackaged Chapter 11 Plan of Reorganization of FTS International, Inc. and its Debtor Affiliates (as amended, modified or supplemented from time to time, the "Plan"). On November 19, 2020 (the "Effective Date"), the Plan became effective in accordance with its terms, and the Company emerged from Chapter 11.
On the Effective Date, all outstanding shares of the Company's common stock and equity awards were canceled and extinguished in accordance with the Plan approved by the Bankruptcy Court.
On the Effective Date, new shares of the Company's Class A Common Stock were issued to the Reporting Person pursuant to the Plan in exchange for the Company's old common stock and equity awards. The receipt of the Class A Common Stock was involuntary, without additional consideration and in accordance with the Plan.
On September 26, 2019, the reporting person was granted 3,000 restricted stock units which vested one-third on September 11, 2020 and were settled in cash and would have vested one-third on September 26, 2021 and one-third on September 26, 2022.
On September 26, 2019, the reporting Person was granted 2,000 performance-based restricted stock units, which would have vested on July 1, 2022, depending on the achievement of specified performance goals.
On the Effective Date, the Reporting Person received Warrants to purchase shares of Class A Common Stock. The Warrants are exercisable for one share of Class A Common Stock from the date of issuance until November 19, 2023. The receipt of the Warrants was involuntary, without additional consideration and in accordance with the Plan approved by the Bankruptcy Court.
Each Restricted Stock Unit converts into Class A Common Stock on a one-for-one basis. On November 20, 2020, the reporting person was granted 67,515 restricted stock units which will vest one-fourth on November 20, 2021, one-fourth on November 20, 2022, one-fourth on November 20, 2023 and one-fourth on November 20, 2024.
Each performance stock unit represents a contingent right to receive one share of Class A Common Stock. On November 20, 2020, the Reporting Person was granted 33,758 performance stock units, which will vest one-fourth on November 20, 2021, one-fourth on November 20, 2022, one-fourth on November 20, 2023 and one-fourth on November 20, 2024, subject to the Company obtaining an equity market capitalization performance metric. If the performance metric is not met by the seventh anniversary of the date of grant, the performance stock units will be forfeited.
On November 20, 2020, the reporting person was granted 33,758 option rights, which will vest one-fourth on November 20, 2021, one-fourth on November 20, 2022, one-fourth on November 20, 2023 and one-fourth on November 20, 2024.
/s/ Jennifer L. Keefe, attorney-in-fact
2020-11-23