Statement of Changes in Beneficial Ownership (4)
March 09 2020 - 6:51PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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DAVIS STEVEN D |
2. Issuer Name and Ticker or Trading Symbol
Williams Industrial Services Group Inc.
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WLMS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O WILLIAMS INDUSTRIAL SRVS GRP INC., 100 CRESCENT CENTRE PKWY STE 1240 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/5/2020 |
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(Street)
TUCKER, GA 30084
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock, $0.01 par value per share | 3/5/2020 | | M | | 5376 (1) | A | $1.30 | 24403 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Subscription Rights (right to buy) (2) | $1.30 (3) | 3/5/2020 | | M | | | 19027 | 2/12/2020 | (4) | Common Stock | 5376 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Represents shares of the issuer's common stock, par value $0.01 per share ("Common Stock"), acquired by the reporting person following the exercise of his basic subscription rights in connection with the issuer's rights offering to holders of Common Stock, as described in the issuer's prospectus dated February 12, 2020 (the "Rights Offering"). Each holder of Common Stock of record as of February 12, 2020 received one right for each share of Common Stock, and each right entitled the holder of Common Stock to purchase 0.28255024 shares of Common Stock at the subscription price of $1.30 per whole share. |
| (2) | Represents the reporting person's exercise of basic subscription rights pursuant to the Rights Offering described in footnote 1. |
| (3) | Represents exercise price per whole share of Common Stock. |
| (4) | The Rights Offering expired on March 2, 2020, and final determination of the pro rata allocation for each exercising holder was determined on March 5, 2020. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
DAVIS STEVEN D
C/O WILLIAMS INDUSTRIAL SRVS GRP INC.
100 CRESCENT CENTRE PKWY STE 1240
TUCKER, GA 30084 | X |
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Signatures
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| /s/ Charles E. Wheelock for Steven D. Davis by Power of Attorney | | 3/9/2020 |
| **Signature of Reporting Person | Date |