CAPTAIN Q, LLC 4
4 · GULFMARK OFFSHORE INC · Filed Nov 19, 2018
Insider Transaction Report
Form 4
CAPTAIN Q, LLC
Director10% Owner
Transactions
- Disposition to Issuer
Common Stock
2018-11-15−1,177,150→ 0 total - Disposition to Issuer
Common Stock
2018-11-15−5,875→ 0 total
Footnotes (5)
- [F1]On November 15, Tidewater Inc. ("TDW") completed a merger with GulfMark Offshore, Inc. ("GLF") (the "Merger"), which resulted in each of the Issuer's shares reported herein being converted into 1.100 shares of TDW common stock.
- [F2]5,875 restricted stock units that represented a contingent right to receive the equivalent number of shares of GLF common stock for no consideration that vested on November 15, 2018 (the "Award"). Such shares were issued to Renegade Swish, LLC ("RS"). Each such share was converted into 1.100 shares of TDW common stock in connection with the Merger.
- [F3]Each of Captain Q (defined below), RS and Raynor (defined below) may be deemed to have been a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934 (the "Act") by virtue of the fact that Scott McCarty, an employee of RS, served on the board of directors of the Issuer. Each of Captain Q, RS and Raynor hereby disclaims beneficial ownership of all shares reported herein, except to the extent of any direct or indirect pecuniary interest therein.
- [F4]RS is the sole manager of Captain Q, LLC ("Captain Q"), which was the holder of 1,177,150 shares reported herein. RS is controlled and indirectly wholly owned by Geoffrey P. Raynor ("Raynor").
- [F5]All shares reported herein as having been owned by Captain Q were held by Captain Q in its capacity as the general partner of 5 Essex, L.P.