0001104659-15-009508.txt : 20150212 0001104659-15-009508.hdr.sgml : 20150212 20150212161959 ACCESSION NUMBER: 0001104659-15-009508 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150211 FILED AS OF DATE: 20150212 DATE AS OF CHANGE: 20150212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DAWSON GEOPHYSICAL CO CENTRAL INDEX KEY: 0000799165 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 742095844 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 508 WEST WALL STREET 2: SUITE 800 CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 4326843000 MAIL ADDRESS: STREET 1: 508 WEST WALL STREET 2: SUITE 800 CITY: MIDLAND STATE: TX ZIP: 79701 FORMER COMPANY: FORMER CONFORMED NAME: TGC INDUSTRIES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TOBIAS C RAY CENTRAL INDEX KEY: 0001210507 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32472 FILM NUMBER: 15606487 MAIL ADDRESS: STREET 1: 508 WEST WALL SUITE 800 CITY: MIDLAND STATE: TX ZIP: 79701 4 1 a4.xml 4 X0306 4 2015-02-11 0 0000799165 DAWSON GEOPHYSICAL CO DWSN 0001210507 TOBIAS C RAY 508 W. WALL, SUITE 800 MIDLAND TX 79701 0 1 0 0 EVP, Chief Operating Officer Common Stock $0.01 par value 2015-02-11 4 A 0 69894 A 0 D Stock Options (right to buy) 10.75 2015-02-11 4 A 0 17600 A 2018-12-02 Common Stock 17600 0 D On February 11, 2015, Dawson Operating Company, previously known as Dawson Geophysical Company (the "Predecessor"), merged into a subsidiary of Dawson Geophysical Company, previously known as TGC Industries, Inc. (the "Issuer") (the "Merger"). In connection with the Merger, each share of the Predecessor's common stock, par value $0.33 1/3 per share, was converted into the right to receive 1.760 shares of the Issuer's common stock, par value $0.01 per share, after giving effect to a 1-for-3 reverse stock split of the Issuer's common stock, which occurred immediately prior to the Merger. On the effective date of the Merger, the closing price of the Predecessor's common stock was $10.23, and the closing price of the Issuer's common stock was $1.95, before giving effect to the 1-for-3 reverse stock split of the Issuer's common stock. Includes 19,118 Restricted Stock Units. Includes 17,600 Restricted Stock Grants. Received in the Merger in exchange for vested employee stock options to acquire 10,000 shares of Predecessor common stock for $18.91 per share. /s/ C. Ray Tobias 2015-02-12