0001127602-19-008941.txt : 20190228 0001127602-19-008941.hdr.sgml : 20190228 20190228164352 ACCESSION NUMBER: 0001127602-19-008941 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190226 FILED AS OF DATE: 20190228 DATE AS OF CHANGE: 20190228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dickson David CENTRAL INDEX KEY: 0001590535 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08430 FILM NUMBER: 19644085 MAIL ADDRESS: STREET 1: 757 N. ELDRIDGE PARKWAY CITY: HOUSTON STATE: TX ZIP: 77079 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MCDERMOTT INTERNATIONAL INC CENTRAL INDEX KEY: 0000708819 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED PLATE WORK (BOILER SHOPS) [3443] IRS NUMBER: 720593134 STATE OF INCORPORATION: R1 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 777 N. ELDRIDGE PARKWAY CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 281-870-5000 MAIL ADDRESS: STREET 1: 777 N. ELDRIDGE PARKWAY CITY: HOUSTON STATE: TX ZIP: 77079 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2019-02-26 0000708819 MCDERMOTT INTERNATIONAL INC MDR 0001590535 Dickson David C/O MCDERMOTT INTERNATIONAL, INC. 757 N. ELDRIDGE PARKWAY HOUSTON TX 77079 1 President and CEO Common Stock 2019-02-26 4 M 0 65941 0 A 525829 D Common Stock 2019-02-26 4 F 0 25947 8.61 D 499882 D Common Stock 2019-02-26 4 M 0 197824 0 A 697706 D Common Stock 2019-02-26 4 F 0 77780 8.61 D 619926 D Restricted Stock Units 2019-02-26 4 M 0 65941 0 D Common Stock 65941 0 D Restricted Stock Units 2019-02-26 4 M 0 197824 0 D Common Stock 197824 0 D Due to an administrative rounding error following the Company's 3-to-1 reverse stock split, which occurred on May 9, 2018, the Form 4 filed for the reporting person on November 6, 2018 inadvertently overstated the amount of shares beneficially owned by the reporting person following the transaction reported by 1 share, which error has been corrected on this Form 4. Each restricted stock unit represents a contingent right to receive the value of one share of MDR common stock, with such restricted stock units to be paid, in the sole discretion of the Compensation Committee: (i) in shares of MDR common stock, (ii) cash equal to the fair market value of the shares of MDR common stock otherwise deliverable, or (iii) any combination thereof. The restricted stock units vest in three equal annual installments beginning February 26, 2017. The restricted stock units were originally granted to the reporting person as performance units on February 26, 2016. On March 1, 2018, the Compensation Committee approved an amendment to the February 26, 2016 form of Performance Unit Award Agreement to provide that 100% of the initial performance units granted would be converted into time-vested restricted stock units vesting on the third anniversary of the original grant date, effective upon the closing of the Company's combination with Chicago Bridge & Iron Company, N.V., which occured May 10, 2018. Each restricted stock unit represents a contingent right to receive the value of one share of MDR common stock, with such restricted stock units to be paid, in the sole discretion of the Compensation Committee: (i) in shares of MDR stock (ii) cash equal to the fair market value of the shares of MDR common stock otherwise deliverable, or (iii) any combination thereof. The restricted stock units will vest 100% on the third anniversary of the original grant date. /s/ Kimberly J. Wolford, by Power of Attorney 2019-02-28