0001127602-17-022541.txt : 20170703 0001127602-17-022541.hdr.sgml : 20170703 20170703162446 ACCESSION NUMBER: 0001127602-17-022541 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170703 FILED AS OF DATE: 20170703 DATE AS OF CHANGE: 20170703 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BAKER HUGHES a GE Co LLC CENTRAL INDEX KEY: 0000808362 STANDARD INDUSTRIAL CLASSIFICATION: OIL & GAS FILED MACHINERY & EQUIPMENT [3533] IRS NUMBER: 760207995 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17021 ALDINE WESTFIELD ROAD CITY: HOUSTON STATE: TX ZIP: 77073-5051 BUSINESS PHONE: 7134398600 MAIL ADDRESS: STREET 1: PO BOX 4740 CITY: HOUSTON STATE: TX ZIP: 77210-4740 FORMER COMPANY: FORMER CONFORMED NAME: BAKER HUGHES INC DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mathieson Derek CENTRAL INDEX KEY: 0001451013 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09397 FILM NUMBER: 17945569 MAIL ADDRESS: STREET 1: 2929 ALLEN PARKWAY STREET 2: SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77019 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2017-07-03 1 0000808362 BAKER HUGHES a GE Co LLC BHI 0001451013 Mathieson Derek 17021 ALDINE WESTFIELD HOUSTON TX 77073 1 Vice President Common Stock, $1.00 Par Value 2017-06-19 4 A 0 104.4452 47.872 A 47119.6422 D Common Stock, $1.00 Par Value 2017-07-03 4 D 0 47119.6422 0 D 0 D Stock Option (Right to Buy) 62.32 2017-07-03 4 D 0 12200 D 2021-01-26 Common Stock, $1.00 Par Value 12200 0 D Stock Option (Right to Buy) 77.00 2017-07-03 4 D 0 9900 D 2021-07-19 Common Stock, $1.00 Par Value 9900 0 D Stock Option (Right to Buy) 39.30 2017-07-03 4 D 0 8465 D 2022-07-16 Common Stock, $1.00 Par Value 8465 0 D Stock Option (Right to Buy) 45.21 2017-07-03 4 D 0 8020 D 2023-01-24 Common Stock, $1.00 Par Value 8020 0 D Stock Option (Right to Buy) 47.75 2017-07-03 4 D 0 15192 D 2023-07-24 Common Stock, $1.00 Par Value 15192 0 D Stock Option (Right to Buy) 56.73 2017-07-03 4 D 0 14753 D 2024-01-22 Common Stock, $1.00 Par Value 14753 0 D Stock Option (Right to Buy) 72.70 2017-07-03 4 D 0 17277 D 2024-07-14 Common Stock, $1.00 Par Value 17277 0 D Restricted Stock Units 2017-07-03 4 D 0 13040 D Common Stock, $1.00 Par Value 13040 0 D Restricted Stock Units 2017-07-03 4 D 0 39813 D Common Stock, $1.00 Par Value 39813 0 D Restricted Stock Units 2017-07-03 4 D 0 20945 D Common Stock, $1.00 Par Value 20945 0 D Acquisition under Employee Stock Purchase Plan exempt from Section 16 of the Securities Exchange Act of 1934 by Rule 16b-3. On the closing date (the "Closing Date") of the transactions contemplated by the Transaction Agreement and Plan of Merger, dated as of October 30, 2016, among General Electric Company, a New York corporation, Baker Hughes Incorporated, a Delaware corporation ("BHI"), the Issuer and certain subsidiaries of BHI, as amended by that certain Amendment to Transaction Agreement and Plan of Merger dated as of March 27, 2017 (the "Transaction Agreement"), each outstanding share of common stock of the Issuer ("BHI Common Stock"), whether restricted or unrestricted, was cancelled and converted into the right to receive (a) one share of Class A common stock of Baker Hughes, a GE Company ("BHGE Common Stock") and (b) a special one-time cash dividend of $17.50 per share of BHGE Common Stock (the "Special Dividend"). Pursuant to the Transaction Agreement, on the Closing Date, each outstanding option to purchase shares of BHI Common Stock (each, a "BHI Option"), whether or not exercisable, was cancelled and converted into a fully exercisable option to purchase an equal number of shares of BHGE Common Stock, with a per share exercise price equal to the per share exercise price of such BHI Option less $17.50 to reflect the Special Dividend, and otherwise with the same terms and conditions as applied to such BHI Option immediately prior to the Closing Date. Prior to the Closing Date, each restricted stock unit represented a contingent right to one share of BHI Common Stock (each, a "BHI RSU"). Pursuant to the Transaction Agreement, on the Closing Date, each outstanding BHI RSU was cancelled and converted into a restricted stock unit with respect to a share of BHGE Common Stock, with the same terms and conditions as applied to such BHI RSU immediately prior to the Closing Date (including the right with respect to the Special Dividend). /s/Lee Whitley, Attorney-in-Fact 2017-07-03