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