Statement of Changes in Beneficial Ownership (4)
March 13 2020 - 4:58PM
Edgar (US Regulatory)
FORM 4
[ ]
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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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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Nierenberg David |
2. Issuer Name and Ticker or Trading Symbol
FLOTEK INDUSTRIES INC/CN/
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FTK
]
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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)
10603 W SAM HOUSTON PKWY N, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/11/2020 |
(Street)
HOUSTON, TX 77064
(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 | 3/11/2020 | | P | | 147069 | A | $0.99 | 967742 | I | By The D3 Family Fund, LP (1) |
Common Stock | 3/12/2020 | | P | | 76451 | A | $0.90 | 1044193 | I | By The D3 Family Fund, LP (1) |
Common Stock | 3/13/2020 | | P | | 76451 | A | $1.01 | 1120644 | I | By The D3 Family Fund, LP (1) |
Common Stock | 3/11/2020 | | P | | 18918 | A | $0.99 | 90463 | I | By Haredale Ltd. (1) |
Common Stock | 3/12/2020 | | P | | 7146 | A | $0.90 | 97609 | I | By Haredale Ltd. (1) |
Common Stock | 3/13/2020 | | P | | 7146 | A | $1.01 | 104755 | I | By Haredale Ltd. (1) |
Common Stock | 3/11/2020 | | P | | 363618 | A | $0.99 | 1919013 | I | By The D3 Family Bulldog Fund, LP (1) |
Common Stock | 3/12/2020 | | P | | 151600 | A | $0.90 | 2070613 | I | By The D3 Family Bulldog Fund, LP (1) |
Common Stock | 3/13/2020 | | P | | 151601 | A | $1.01 | 2222214 | I | By The D3 Family Bulldog Fund, LP (1) |
Common Stock | | | | | | | | 66449 | D (1)(2) | |
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 |
Explanation of Responses: |
(1) | The reporting person disclaims ownership of these securities except to the extent of the reporting person's pecuniary interest therein. |
(2) | The reporting person is the sole owner of the general partner of The D3 Family Fund, LP, The D3 Family Bulldog Fund, LP and Haredale Ltd. (collectively, the "Funds"). Pursuant to separate contractual arrangements with each Fund, the reporting person is required to transfer all shares that he is awarded for service as a director of the Company to the respective Funds upon vesting of the shares. The reporting person's pecuniary interest in the shares is dictated by his contractual arrangements with the Funds. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Nierenberg David 10603 W SAM HOUSTON PKWY N SUITE 300 HOUSTON, TX 77064 | X |
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Signatures
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/s/ Elizabeth T. Wilkinson, attorney-in-fact for David Nierenberg | | 3/13/2020 |
**Signature of Reporting Person | Date |
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