FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 04/27/2017 |
3. Issuer Name and Ticker or Trading Symbol
NCS Multistage Holdings, Inc. [ NCSM ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Exchangeable Shares(1) | (1) | (1) | Common Stock | 909,623.5 | (1) | I | See Footnote(1) |
Option (right to buy) | (2) | 12/21/2022 | Common Stock | 100,452 | $5.88 | D | |
Option (right to buy) | (3) | 12/21/2022 | Common Stock | 150,681 | $5.88 | D | |
Option (right to buy) | (4) | 01/01/2019 | Common Stock | 242,115 | $1.24 | D |
Explanation of Responses: |
1. Represents 303,207.8 exchangeable shares in NCS Multistage Inc., a wholly owned indirect subsidiary of the Issuer, that are exchangeable at the option of the holder for shares of common stock of the Issuer. Each exchangeable share is convertible into three shares of common stock of the Issuer, subject to adjustment. The exchangeable shares are currently exercisable and have no expiration date. The exchangeable shares are held by Cemblend Systems Inc. Cemblend Systems Inc. is indirectly 50% owned by Mr. Stromquist. |
2. Consists of 80,362 vested and exercisable options and 20,090 options that become vested and exercisable on December 21, 2017. |
3. These options vest and become exercisable in three equal annual installments beginning on May 3, 2018. |
4. These options have vested and are exercisable. |
Remarks: |
See Exhibit 24.1 - Power of Attorney. |
/s/ Kevin Trautner, attorney-in-fact | 04/27/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |