4//SEC Filing
Nuverra Environmental Solutions, Inc. 4
Accession 0000899243-16-026132
CIK 0001403853operating
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 5:23 PM ET
Size
11.3 KB
Accession
0000899243-16-026132
Insider Transaction Report
Form 4
Nuverra Environmental Solutions, Inc.OTCQB:NESC
JOHNSRUD MARK D
DirectorCEO, Vice-Chairman10% Owner
Transactions
- Award
Common Stock
2016-07-29$0.26/sh+19,531,250$5,000,000→ 29,165,984 total - Award
Common Stock
2016-07-29$0.32/sh+781,250$250,000→ 29,947,234 total
Holdings
- 1,305(indirect: By 401(k))
Common Stock
- 655,000(indirect: By JPJ LP)
Common Stock
- 98,234,375(indirect: By LLC)
Common Stock
Footnotes (7)
- [F1]An aggregate of 20,312,500 shares of the issuer's common stock was deposited in escrow for the benefit of the reporting person in exchange for an early release from escrow of $5.0 million securing the reporting person's backstop obligation in connection with the issuer's planned $5.0 million equity rights offering (the "Rights Offering"). Of the 20,312,500 shares of common stock, 19,521,250 shares represent shares of common stock underlying the subscription rights to be distributed to the issuer's stockholders in the Rights Offering, and 781,250 shares represent shares of common stock underlying the 5% backstop fee payable to the reporting person. All of the 20,312,500 shares of common stock were deposited into escrow by the issuer and will be disbursed to the reporting person upon consummation of the Rights Offering or other specified triggers.
- [F2](Continued from Footnote 1) Upon consummation of the Rights Offering, the number of shares from escrow to be disbursed to the reporting person will be reduced by the aggregate number of shares of common stock subscribed for in the Rights Offering and the corresponding number of shares of common stock underlying the backstop fee payable to the reporting person. Any shares not disbursed to the reporting person from escrow will be returned to the issuer.
- [F3]This price reflects the subscription price per share of common stock for each non-transferrable subscription right to be distributed to the issuer's stockholders in the Rights Offering.
- [F4]This price reflects the issuance price per share for the 5% backstop fee payable to the reporting person for his $5.0 million Rights Offering backstop obligation.
- [F5]Represents shares of common stock acquired through the issuer's 401(k) Match Plan as of June 14, 2016, through which the issuer previously matched its employees' cash contributions with common stock.
- [F6]These securities are owned directly by JPJ LP, and may also be deemed to be beneficially owned by Mark D. Johnsrud, who controls the entity.
- [F7]These securities are owned directly by Badlands Development II, LLC, and may also be deemed to be beneficially owned by Mark D. Johnsrud, who owns 100% of the units and acts as its sole managing member.
Documents
Issuer
Nuverra Environmental Solutions, Inc.
CIK 0001403853
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001403853
Filing Metadata
- Form type
- 4
- Filed
- Aug 1, 8:00 PM ET
- Accepted
- Aug 2, 5:23 PM ET
- Size
- 11.3 KB