Sec Form 4 Filing - Pierce Frank R. @ American Electric Technologies Inc - 2011-02-28

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Pierce Frank R. 2. Issuer Name and Ticker or Trading Symbol American Electric Technologies Inc [ AETI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior Vice President, CFO (Last) (First) (Middle) 6410 LONG DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 02/28/2011 (Street) HOUSTON, TX77087 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/28/2011 M 127 A 127 D Common Stock 02/28/2011 M 126 A 253 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Restricted Stock Units Dated February 28, 2011 ( 2 ) 02/28/2011 A 6,000 ( 2 ) ( 2 ) Common Stock 6,000 ( 2 ) 6,000 D Restricted Stock Units Dated February 28, 2011 ( 3 ) 02/28/2011 A 1,500 ( 3 ) ( 3 ) Common Stock 1,500 ( 3 ) 1,500 D Restricted Stock Units Dated September 15, 2010 ( 4 ) 02/28/2011 D 126 ( 4 ) ( 4 ) Common Stock 126 ( 4 ) 379 D Restricted Stock Units Dated September 15, 2010 ( 1 ) 02/28/2011 D 1,643 ( 1 ) ( 1 ) Common Stock 1,643 ( 1 ) 379 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pierce Frank R. 6410 LONG DRIVE HOUSTON, TX77087 Senior Vice President, CFO Signatures /s/ Charles M Dauber, as attorney-in-fact for Frank R. Pierce 03/04/2011 Signature of Reporting Person Date

Explanation of Responses:

( 1 )506 restricted stock units granted in 2010 vested on the transaction date based on achievement of 2010 performance criteria and 1516 restricted stock units were cancelled. 127 of the vested restricted stock units converted to common stock on a one-for-one basis on the transaction date. One-third of the remaining restricted stock units convert to common stock on a one-to-one basis annually on February 28, 2012, 2013 and 2014, subject to a continuing employment requirement. ( 2 )Represents an incentive compensation award. Vesting of the award is subject to attainment of 2011 performance criteria. Vested restricted stock units convert into common stock on a one-to one basis in four equal annual installments from the transaction date, subject to a continuing employment requirement. ( 3 )Represents an incentive compensation award. Converts into common stock on a one-to one basis in four equal annual installments from the transaction date, subject to a continuing employment requirement. ( 4 )126 restricted stock units granted in 2010 converted to common stock on a one-for-one basis on the transaction date. The remaining restricted stock units convert to common stock on a one-to-one basis in equal installments on February 28, 2012, 2013 and 2014, subject to a continuing employment requirement.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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