Dresser-Rand Group Inc. 4

Accession 0001209191-15-059040

CIK 0001316656operating

View on SEC.gov Company Profile

Filed

Jul 1, 8:00 PM ET

Accepted

Jul 2, 5:32 PM ET

Size

38.0 KB

Accession

0001209191-15-059040

Insider Transaction Report

Form 4

Period: 2015-06-30

Dresser-Rand Group Inc.DRC

Mai Mark Francis

VP,Gen Counsel & Secretary

Transactions

Disposition to Issuer
Common Stock
2015-06-30$85.20/sh−1,830$155,916→ 0 total
Disposition to Issuer
Restricted Stock Units
2015-06-30$85.20/sh−16,815$1,432,638→ 0 total
Exercise: $0.00Exp: 2018-02-15→ Common Stock (16,815 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−21,550→ 0 total
Exercise: $34.57Exp: 2018-02-15→ Common Stock (21,550 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−27,656→ 0 total
Exercise: $21.59Exp: 2019-02-16→ Common Stock (27,656 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−16,227→ 0 total
Exercise: $58.70Exp: 2024-02-15→ Common Stock (16,227 underlying)
Disposition to Issuer
Common Stock
2015-06-30$85.20/sh−6,364$542,213→ 0 total
Disposition to Issuer
Employee Stock Option
2015-06-30−22,619→ 0 total
Exercise: $35.18Exp: 2017-11-15→ Common Stock (22,619 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−5,964→ 0 total
Exercise: $40.25Exp: 2018-05-15→ Common Stock (5,964 underlying)
Award
Common Stock
2015-06-30+6,364→ 6,364 total
Award
Common Stock
2015-06-30+1,830→ 1,830 total
Disposition to Issuer
Employee Stock Option
2015-06-30−11,199→ 0 total
Exercise: $46.99Exp: 2021-02-15→ Common Stock (11,199 underlying)
Disposition to Issuer
Common Stock
2015-06-30$85.20/sh−40,951$3,489,025→ 0 total
Disposition to Issuer
Employee Stock Option
2015-06-30−10,230→ 0 total
Exercise: $52.40Exp: 2022-02-15→ Common Stock (10,230 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−12,198→ 0 total
Exercise: $30.71Exp: 2020-02-15→ Common Stock (12,198 underlying)
Disposition to Issuer
Employee Stock Option
2015-06-30−10,616→ 0 total
Exercise: $62.19Exp: 2023-02-15→ Common Stock (10,616 underlying)

Footnotes (12)

[F1]Each share was disposed of pursuant to the Agreement and Plan of Merger by and among Siemens Energy, Inc. and the Company for $85.20 in cash.
[F10]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2013.The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F11]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2014. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F12]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2015. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F2]Performance-based restricted stock units held under the Dresser-Rand Group 2008 Stock Incentive Plan ("2008 Plan"). Each restricted stock unit became fully vested and was converted into the right to receive a cash payment of $85.20, in each case, pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company
[F3]Restricted stock units held under the 2008 Plan. Each restricted stock unit became fully vested and was converted into the right to receive a cash payment of $85.20 pursuant to the the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F4]Option granted under the Dresser-Rand Group 2005 Stock Incentive Plan, exercisable in three equal annual installments beginning on November 15, 2008. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F5]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2009. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F6]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on May 15, 2009. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F7]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 16, 2010. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F8]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2011. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.
[F9]Option granted under the 2008 Plan, exercisable in three equal annual installments beginning on February 15, 2012. The option became fully vested and was converted into the right to receive a cash payment equal to the product of (x) the number of shares subject to the option and (y) the difference between the exercise price of the option and $85.20 pursuant to the Agreement and Plan of Merger by and between Siemens Energy, Inc. and the Company.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Dresser-Rand Group Inc.

CIK 0001316656

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001316656

Filing Metadata

Form type: 4
Filed: Jul 1, 8:00 PM ET
Accepted: Jul 2, 5:32 PM ET
Size: 38.0 KB

View on SEC.gov