09/03/2026 | Press release | Distributed by Public on 09/03/2026 15:40
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (3) | 09/01/2026 | D | 181,120 | (1)(3) | (1)(3) | Common stock | 181,120 | $10.3(3) | 0 | D | ||||
| Performance Share Units | (4) | 09/01/2026 | D | 250,292 | (1)(4) | (1)(4) | Common stock | 250,292 | $10.3(4) | 0 | D | ||||
| Stock Option (right to buy) | $10.6 | 09/02/2026 | A | 210,000 | 09/01/2029 | 09/02/2036 | Common Stock | 210,000 | $ 0 | 210,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Sparks Scott Andrew 103 NORTHPARK BOULEVARD, SUITE 300 COVINGTON, LA 70433 |
See Remarks | |||
| /s/ Beth A. LaBrosse, as Attorney-in-Fact for Scott Andrew Sparks | 09/03/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | On September 1, 2026 (the "Closing Date"), pursuant to that certain Agreement and Plan of Merger, dated as of April 22, 2026 (the "Merger Agreement"), by and among Helix Energy Solutions Group, Inc. ("Helix"), Hornbeck Offshore Services, Inc. ("Hornbeck"), Odyssey Sub, Inc. and Hercules Sub LLC, the parties effected certain mergers (the "Mergers"). In connection with the Mergers, Helix converted from a Minnesota corporation to a Delaware corporation (the "Conversion") and Hornbeck became a wholly owned subsidiary of Helix. Following the Conversion and the Mergers, Helix was renamed "Hornbeck Offshore Services, Inc." (the "Combined Company"). |
| (2) | Represents a grant of 70,000 restricted stock units ("RSUs"), each of which represents a contingent right to receive, upon vesting, one share of common stock of the Combined Company, par value $0.00001 per share ("Common Stock"). The RSUs vest on September 1, 2029. |
| (3) | Pursuant to the Merger Agreement, each outstanding Helix RSU, whether or not vested, was canceled and converted into the right of the holder to receive a cash payment equal to the closing price of a share of Helix's common stock on the trading day immediately prior to the Closing Date. |
| (4) | Pursuant to the Merger Agreement, each outstanding Helix performance share unit, whether or not vested, was canceled and converted into the right of the holder to receive a cash payment equal to the closing price of a share of Helix's common stock on the trading day immediately prior to the Closing Date multiplied by such number of shares subject to the award with performance deemed achieved based on the greater of target and actual level of performance through immediately prior to the effective time of the Mergers as reasonably determined by the Helix board of directors in good faith. |
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Remarks: Executive Vice President and Chief Operating Officer, Subsea Services and Well Intervention Exhibit 24.1 - Power of Attorney |
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