SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LAMBERT MARTIN

(Last) (First) (Middle)
333 CLAY STREET, SUITE 4980

(Street)
HOUSTON TX 77002

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Civeo Corp [ CVEO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 09/05/2014 M 16,039 A (1) 81,680 D
Common Stock 09/05/2014 D 16,039 D $25 65,641 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 (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 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: 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
Phantom Stock (2) 08/29/2014 A 81 (2) (2) Common Stock 81 $25.44 16,039 D
Phantom Stock (1) 09/05/2014 M 16,039 (1) (1) Common Stock 16,039 (1) 0 D
Explanation of Responses:
1. Reflects the non-volitional settlement of phantom stock resulting from the transfer of the Reporting Person's Deferred Compensation Plan Account (the "Account") from Oil States International, Inc., the company from which the Issuer spun-off on May 30, 2014, to the Issuer. Because the Issuer's common stock is not an investment option under the Issuer's Deferred Compensation Plan (the "Plan"), the Plan administrator (the "Administrator") disposed of the Issuer's common stock held by the Reporting Person in the Account. The Reporting Person had no investment control over the Administrator's decision to dispose of these holdings.
2. Acquired pursuant to the Deferred Compensation Plan of Oil States International, Inc. (prior to the transfer described in Footnote 1) upon payment by Civeo Corporation of its quarterly dividend. Each share of phantom stock is the economic equivalent of one share of Civeo Corporation stock. The shares of phantom stock become payable in cash upon the Reporting Person's termination of service as a director.
/s/ Martin Lambert, by Bradley J. Dodson, as Attorney-in-Fact 04/16/2015
** Signature of Reporting Person Date
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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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