Sec Form 4 Filing - Williams David Lyle Jr. @ FORUM ENERGY TECHNOLOGIES, INC. - 2020-02-20

Insider filing report for Changes in Beneficial Ownership
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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
Williams David Lyle Jr.
2. Issuer Name and Ticker or Trading Symbol
FORUM ENERGY TECHNOLOGIES, INC. [ FET]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP - Operations
(Last) (First) (Middle)
10344 SAM HOUSTON PARK DRIVE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
02/20/2020
(Street)
HOUSTON, TX77064
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 02/20/2020 F 467 ( 1 ) D $ 1 125,683 D
Common Stock 02/20/2020 M 1,167 A $ 0 126,850 D
Common Stock 02/20/2020 F 284 ( 2 ) D $ 1 126,566 D
Common Stock 02/21/2020 A 168,824 ( 3 ) A $ 0.96 295,390 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 Deri vative 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
Performance Shares ( 4 ) 02/20/2020 M 2,101 ( 4 ) 12/31/2019 Common Stock 0 ( 4 ) 0 D
Performance Shares ( 5 ) 02/20/2020 M 4,667 ( 5 ) 12/31/2019 Common Stock 1,167 ( 5 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Williams David Lyle Jr.
10344 SAM HOUSTON PARK DRIVE
SUITE 300
HOUSTON, TX77064
SVP - Operations
Signatures
/s/ D. Lyle Williams by John C. Ivascu as Attorney-in-Fact 02/24/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were surrendered to satisfy the tax withholding obligation related to the vesting of a restricted stock unit award granted on February 20, 2017.
( 2 )These shares were surrendered to satisfy tax withholding obligations related to the vesting of performance shares granted on February 16, 2018
( 3 )Represents an award of restricted stock units (the "Units") granted pursuant to the Forum Energy Technologies, Inc. 2016 Stock and Incentive Plan (the "Plan"). Each Unit represents a contingent right to receive one share of Forum Energy Technologies, Inc. (the "Company") common stock, par value $0.01 per share ("Common Stock"), upon the vesting of the Units. The Units vest according to the following schedule: 1/3 vest on each of the first, second, and third anniversaries of the date of grant (2/21/2020). The Units will be forfeited upon a termination of employment prior to vesting, except in limited circumstances. The Units also include dividend equivalent rights that entitle the reporting person to the same dividends that would be payable were the shares of Common Stock underlying the Units actually outstanding at the time such dividends were issued. The credited dividends will be paid concurrently with the issuance of the shares of Common Stock to the reporting person.
( 4 )These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. As determined by the Company's Compensation Committee and given the Company's relative shareholder return versus the relevant peer group over the three-year period commencing on January 1, 2017 and ending on December 31, 2019, each performance share represents the right to receive zero shares of Common Stock.
( 5 )These performance shares represent a contingent right to receive Common Stock, based on the Company's relative shareholder return versus that of the Company's peer group. As determined by the Company's Compensation Committee and given the Company's relative shareholder return versus the relevant peer group over the two-year period commencing on January 1, 2018 and ending on December 31, 2019, each performance share represents the right to receive 0.25 shares of Common Stock.

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