Sec Form 4 Filing - Parkinson Jay Curtis @ Nuverra Environmental Solutions, Inc. - 2014-03-12

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
Parkinson Jay Curtis
2. Issuer Name and Ticker or Trading Symbol
Nuverra Environmental Solutions, Inc. [ NES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O NUVERRA ENVIRONMENTAL SOLUTIONS, INC, 14624 N. SCOTTSDALE RD., SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
03/12/2014
(Street)
SCOTTSDALE, AZ85254
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 03/12/2014 A 75,000 ( 1 ) A $ 0 102,500 ( 2 ) D
Common Stock 03/20/2014 P 2,500 A $ 17.87 105,000 ( 2 ) D
Common Stock 366.709 ( 3 ) I 401(k)
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Parkinson Jay Curtis
C/O NUVERRA ENVIRONMENTAL SOLUTIONS, INC
14624 N. SCOTTSDALE RD., SUITE 300
SCOTTSDALE, AZ85254
See Remarks
Signatures
/s/ Jay C. Parkinson 03/20/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the receipt of common stock upon the vesting of shares of restricted stock units granted on March 12, 2014 for the Reporting Person's 2013 bonus grant pursuant to the Issuer's 2009 Equity Incentive Plan (the "Plan"). Conditional on shareholder approval of an amendment to the Plan at the annual meeting of the shareholders to be held on May 6, 2014, these restricted stock units are schedules to vest 1/3 on 1/15/15, 1/3 on 1/15/16, and 1/3 on 1/15/17.
( 2 )This amount includes the receipt of 20,000 shares of common stock upon the vesting of restricted stock granted on September 10, 2012 pursuant to the Plan. These 20,000 shares of restricted stock are scheduled to vest 100% on the third anniversary of the date of the grant.
( 3 )Shares acquired through Issuer's 401(k) Match Plan (the "Match Plan"), through which the Issuer matches their employees' cash contributions with stock. Represents the receipt of common stock upon the vesting of shares of restricted stock units received between November 25, 2013 and March 12, 2014 through Issuer's Match Plan. 1/3rd of the grant, or 122.236 shares, have vested. Remainder will vest over the next two anniversaries of date of hire, with 1/3 to vest 9/5/14 and 1/3 to vest 9/5/15, respectively.

Remarks:
Executive Vice President and Chief Financial Officer

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