4//SEC Filing
Abney Ryan 4
Accession 0001514732-18-000033
CIK 0001514732other
Filed
Jan 31, 7:00 PM ET
Accepted
Feb 1, 5:08 PM ET
Size
13.7 KB
Accession
0001514732-18-000033
Insider Transaction Report
Form 4
Abney Ryan
VP - Capital Markets & IR
Transactions
- Exercise/Conversion
Common Stock
2018-01-26+10,382→ 31,118 total - Tax Payment
Common Stock
2018-01-26$2.46/sh−3,079$7,574→ 28,039 total - Exercise/Conversion
Common Stock
2018-01-26$10.19/sh+2,857$29,113→ 20,736 total - Exercise/Conversion
Restricted Stock Units
2018-01-26−10,382→ 0 total→ Common Stock (10,382 underlying) - Exercise/Conversion
Stock Option (Right to Buy)
2018-01-26−2,857→ 0 totalExercise: $10.19Exp: 2026-09-26→ Common Stock (2,857 underlying)
Footnotes (5)
- [F1]The restricted stock units were issued pursuant to the SAExploration Holdings, Inc. (the "Company") 2016 Long Term Incentive Plan on September 26, 2016. The 2016 Long Term Incentive Plan was amended and restated effective as of May 30, 2017 (as amended, the "LTIP"). Each restricted stock unit issued pursuant to the LTIP represents the right to receive, upon the applicable vesting date, either (i) a share of Common Stock of the Company or (ii) an amount of cash equal in value to the value of a share of the Company's Common Stock on the date of transfer. The Reporting Person elected to receive shares of Common Stock of the Company in lieu of an amount of cash equal to the value of such Common Stock of the Company.
- [F2]Each restricted stock unit issued pursuant to the Plan represents the right to receive, upon vesting, either (i) a share of Common Stock of the Company or (ii) an amount of cash equal to the value of a share of the Company's Common Stock on the date of transfer. This transaction represents the settlement of restricted stock units in shares of common stock on their accelerated vesting date.
- [F3]Pursuant to the terms of the Restructuring Support Agreement dated as of December 19, 2017, among SAExploration Holdings, Inc., as approved by the Board of Directors on January 24, 2018, the members of management identified therein and the supporting holders identified therein, all issued equity compensation shall vest and convert into common shares immediately prior to the Closing Date and be treated as existing equity subject to dilution pursuant to the Term Sheet (all terms as defined therein).
- [F4]The restricted stock units will vest as follows: (i) 1/3 on the earliest to occur of certain events as defined in the LTIP; (ii) 1/3 on the second anniversary of the Closing Date, as defined in the LTIP; and (iii) the remaining 1/3 on the third anniversary of the Closing Date, as defined in the LTIP.
- [F5]The Exercise Price of the option is $10.19 per share, which is equal to the VWAP per common share for the 30-day period that ends on the Grant Date, all terms as defined in the Company's 2016 Long Term Incentive Plan (the "LTIP").
Documents
Issuer
SAExploration Holdings, Inc.
CIK 0001514732
Entity typeother
Related Parties
1- filerCIK 0001678775
Filing Metadata
- Form type
- 4
- Filed
- Jan 31, 7:00 PM ET
- Accepted
- Feb 1, 5:08 PM ET
- Size
- 13.7 KB