T-3 ENERGY SERVICES INC 4

Accession 0001209191-07-025294

CIK 0000879884operating

View on SEC.gov Company Profile

Filed

Apr 23, 8:00 PM ET

Accepted

Apr 24, 7:00 PM ET

Size

25.2 KB

Accession

0001209191-07-025294

Insider Transaction Report

Form 4

Period: 2007-04-23

T-3 ENERGY SERVICES INCTTES

FIRST RESERVE GP VIII L P

10% Owner

Transactions

Sale
Common Stock
2007-04-23$22.74/sh−4,879,316$110,955,646→ 38,334 total(indirect: See FN)
Other
Stock Option
2007-04-23−5,000→ 0 total(indirect: See FN)
Exercise: $21.84From: 2008-01-04Exp: 2017-01-04→ Common (5,000 underlying)
Other
Stock Option
2007-04-23−3,333→ 3,334 total(indirect: See FN)
Exercise: $11.42From: 2008-01-03Exp: 2016-01-03→ Common (3,333 underlying)
Other
Stock Option
2007-04-23−1,667→ 5,000 total(indirect: See FN)
Exercise: $9.45From: 2008-02-18Exp: 2015-02-18→ Common (1,667 underlying)
Exercise of In-Money
Warrant
2007-04-23−1→ 0 total(indirect: See FN)
Exercise: $12.80From: 2002-01-05Exp: 2012-01-05→ Common (313,943 underlying)
Exercise of In-Money
Common Stock
2007-04-23$12.80/sh+313,943$4,018,470→ 4,917,650 total(indirect: See FN)

FIRST RESERVE FUND VIII L P

10% Owner

Transactions

Exercise of In-Money
Common Stock
2007-04-23$12.80/sh+313,943$4,018,470→ 4,917,650 total(indirect: See FN)
Sale
Common Stock
2007-04-23$22.74/sh−4,879,316$110,955,646→ 38,334 total(indirect: See FN)
Other
Stock Option
2007-04-23−1,667→ 5,000 total(indirect: See FN)
Exercise: $9.45From: 2008-02-18Exp: 2015-02-18→ Common (1,667 underlying)
Other
Stock Option
2007-04-23−3,333→ 3,334 total(indirect: See FN)
Exercise: $11.42From: 2008-01-03Exp: 2016-01-03→ Common (3,333 underlying)
Other
Stock Option
2007-04-23−5,000→ 0 total(indirect: See FN)
Exercise: $21.84From: 2008-01-04Exp: 2017-01-04→ Common (5,000 underlying)
Exercise of In-Money
Warrant
2007-04-23−1→ 0 total(indirect: See FN)
Exercise: $12.80From: 2002-01-05Exp: 2012-01-05→ Common (313,943 underlying)

FIRST RESERVE CORP

Director10% Owner

Transactions

Other
Stock Option
2007-04-23−5,000→ 0 total(indirect: See FN)
Exercise: $21.84From: 2008-01-04Exp: 2017-01-04→ Common (5,000 underlying)
Exercise of In-Money
Warrant
2007-04-23−1→ 0 total(indirect: See FN)
Exercise: $12.80From: 2002-01-05Exp: 2012-01-05→ Common (313,943 underlying)
Exercise of In-Money
Common Stock
2007-04-23$12.80/sh+313,943$4,018,470→ 4,917,650 total(indirect: See FN)
Sale
Common Stock
2007-04-23$22.74/sh−4,879,316$110,955,646→ 38,334 total(indirect: See FN)
Other
Stock Option
2007-04-23−1,667→ 5,000 total(indirect: See FN)
Exercise: $9.45From: 2008-02-18Exp: 2015-02-18→ Common (1,667 underlying)
Other
Stock Option
2007-04-23−3,333→ 3,334 total(indirect: See FN)
Exercise: $11.42From: 2008-01-03Exp: 2016-01-03→ Common (3,333 underlying)

Footnotes (13)

[F1]On April 23, 2007, First Reserve Fund VIII, L.P. ("Fund VIII") exercised a warrant to purchase 313,943 shares of Common Stock ("Shares") of T-3 Energy Services, Inc. (the "Issuer").
[F10]Consists of 3,333 vested stock options directly held by Joseph R. Edwards and 1,667 vested stock options directly held by Ben A. Guill.
[F11]This class of options was originally granted on January 3, 2006 to vest as follows: 33.33% of the options vested on 01/03/2007, 33.33% of the options will vest on 01/03/2008, and the remaining 33.33% of the options will vest on 01/03/2009.
[F12]Consists of 1,667 vested stock options directly held by Joseph R. Edwards and 1,667 vested stock options directly held by Ben A. Guill.
[F13]This class of options was originally granted on January 4, 2007 to vest as follows: 33.33% of the options will vest on 01/04/2008, 33.33% of the options will vest on 01/04/2009, and the remaining 33.33% of the options will vest on 01/04/2010.
[F2]Consists of 4,879,316 Shares held by Fund VIII, and 38,334 Shares underlying vested stock options issued to Ben A. Guill (18,334 Shares) and Joseph R. Edwards (20,000 Shares), in their capacity as directors of the Issuer.
[F3]Each Fund Entity disclaims the sale or beneficial ownership of any such securities reported on this Form 4 except to the extent of its pecuniary interest therein.
[F4]This Form 4 is filed on behalf of First Reserve Corporation ("First Reserve"), Fund VIII, and First Reserve GP VIII, L.P. ("GP VIII" and collectively with Fund VIII and First Reserve, the "Fund Entities"). GP VIII is the general partner of Fund VIII and First Reserve is the general partner of GP VIII. Each of GP VIII and First Reserve may be deemed to share beneficial ownership of the Shares beneficially owned by Fund VIII.
[F5]The Fund Entities are entitled to a portion of the profits from the sale of securities held by Messrs. Edwards and Guill, and therefore the Fund Entities may be deemed to share beneficial ownership of the securities reported herein held directly by Messrs. Edwards and Guill.
[F6]Fund VIII sold an aggregate of 4,879,316 Shares that were registered for resale under the Issuer's Registration Statement on Form S-3 filed on January 26, 2007 (Registration Number 333-140254), as amended and supplemented by the prospectus supplement dated April 17, 2007.
[F7]Consists of Shares underlying vested stock options issued to Ben A. Guill (18,334 Shares) and Joseph R. Edwards (20,000 Shares), in their capacity as directors of the Issuer.
[F8]This class of options was originally granted on February 18, 2005 to vest as follows: 33.33% of the options vested on 02/18/2006, 33.33% of the options vested on 02/18/2007, and the remaining 33.33% of the options will vest on 02/18/2008.
[F9]Joseph R. Edwards resigned from the Issuer's Board of Directors effective as of April 23, 2007. As a result of his resignation, he forfeited to the Issuer on that date an aggregate of 10,000 unvested stock options. The Fund Entities may be deemed to have forfeited the unvested stock options forfeited by Mr. Edwards as a result of his resignation.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

T-3 ENERGY SERVICES INC

CIK 0000879884

→

Entity typeoperating

IncorporatedTX

Related Parties

filerCIK 0000879884

Filing Metadata

Form type: 4
Filed: Apr 23, 8:00 PM ET
Accepted: Apr 24, 7:00 PM ET
Size: 25.2 KB

View on SEC.gov