Initial Statement of Beneficial Ownership (3)
April 17 2019 - 4:12PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
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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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Gillette Christopher
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2. Date of Event Requiring Statement (MM/DD/YYYY)
4/10/2019
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3. Issuer Name
and
Ticker or Trading Symbol
Bristow Group Inc [BRS]
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(Last)
(First)
(Middle)
2103 CITY WEST BLVD., 4TH FLOOR
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Chief Accounting Officer /
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(Street)
HOUSTON, TX 77042
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option (Right to Buy)
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6/7/2017
(1)
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6/7/2026
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Common Stock
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5762
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$16.21
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D
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Employee Stock Option (Right to Buy)
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6/12/2018
(2)
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6/12/2027
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Common Stock
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9644
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$7.03
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D
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Employee Stock Option (Right to Buy)
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6/5/2019
(3)
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6/5/2028
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Common Stock
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3457
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$12.19
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D
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Restricted Stock Units
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6/7/2019
(4)
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6/7/2019
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Common Stock
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2059
(5)
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$0
(8)
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D
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Restricted Stock Units
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6/12/2020
(6)
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6/12/2020
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Common Stock
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3516
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$0
(8)
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D
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Restricted Stock Units
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6/5/2021
(7)
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6/5/2021
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Common Stock
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1901
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$0
(8)
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D
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Explanation of Responses:
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(1)
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Options granted on June 7, 2016 vest in three equal annual installments beginning on the first anniversary of the date of grant.
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(2)
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Options granted on June 12, 2017 vest in three equal annual installments beginning on the first anniversary of the date of grant.
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(3)
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Options granted on June 5, 2018 vest in three equal annual installments beginning on the first anniversary of the date of grant.
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(4)
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Restricted Stock Units granted on June 7, 2016 vest on the third anniversary of the date of grant.
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(5)
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These Restricted Stock Unit awards were expressly subject to and contingent upon the approval by the Company's stockholders of a proposed amendment and restatement of the 2007 Long Term Incentive Plan (the "Amendment") at the Annual Meeting of Stockholders being held on Wednesday, August 3, 2016, which Amendment was officially approved by the stockholders on said date.
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(6)
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Restricted Stock Units granted on June 12, 2017 vest on the third anniversary of the date of grant.
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(7)
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Restricted Stock Units granted on June 5, 2018 vest on the third anniversary of the date of grant.
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(8)
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The conversion or exercise price of the security is 1 for 1.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Gillette Christopher
2103 CITY WEST BLVD., 4TH FLOOR
HOUSTON, TX 77042
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Chief Accounting Officer
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Signatures
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/s/ Justin D. Mogford, Attorney-in-Fact
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4/17/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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