Filing Details

Accession Number:
0000921895-17-002958
Form Type:
4
Zero Holdings:
No
Publication Time:
2017-12-26 17:27:12
Reporting Period:
2017-12-21
Accepted Time:
2017-12-26 17:27:12
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1030749 Gulfmark Offshore Inc GLF Oil & Gas Field Machinery & Equipment (3533) 760526032
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1205885 C William Martin C/O Raging Capital Management, Llc
Ten Princeton Avenue, Po Box 228
Rocky Hill NJ 08553
Yes No Yes No
1444376 Raging Capital Management, Llc Ten Princeton Avenue
Po Box 228
Rocky Hill NJ 08553-0228
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $0.01 Par Value Disposition 2017-12-21 8,334 $19.00 0 No 4 S Indirect By Raging QP
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect By Raging QP
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, $0.01 Par Value 5,533 Indirect By Raging Offshore
Common Stock, $0.01 Par Value 2,193,981 Indirect By RC GLF
Common Stock, $0.01 Par Value 54 Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock, $0.01 Par Value Warrants (right to buy) $100.00 2017-11-14 2024-11-14 149,900 149,900 Indirect
Common Stock, $0.01 Par Value Warrants (right to buy) $100.00 2017-11-14 2024-11-14 586 586 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2024-11-14 149,900 149,900 Indirect
2024-11-14 586 586 Direct
Footnotes
  1. This Form 4 is filed jointly by Raging Capital Management, LLC ("Raging Capital") and William C. Martin (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of common stock (the "Shares"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Kenneth H. Traub, a Managing Partner at Raging Capital, is a director of the Issuer. Accordingly, each of Raging Capital and Mr. Martin may be deemed to be a director by deputization of the Issuer.
  2. Held directly by Raging Capital Fund (QP), LP ("Raging QP").
  3. Held directly by Raging Capital Offshore Fund, Ltd. ("Raging Offshore").
  4. Mr. Martin is the Chairman, Chief Investment Officer and Managing Member of Raging Capital. Raging QP and Raging Offshore (collectively, the "Raging Funds") have delegated to Raging Capital sole investment authority with respect to the securities held by the Raging Funds pursuant to an Investment Management Agreement, dated November 9, 2012 (the "IMA"). The IMA may be terminated by any party thereto effective at the close of business on the last day of any fiscal quarter by giving the other party not less than sixty-one days' written notice. As a result, each of Raging Capital and Mr. Martin may be deemed to beneficially own the securities held by the Raging Funds. Each of the Raging Funds specifically disclaims beneficial ownership of the securities held by it by virtue of its inability to vote or dispose of such securities as a result of the IMA.
  5. Held directly by RC GLF 1, LP ("RC GLF"). Raging Capital is the General Partner of RC GLF. Mr. Martin is the Chairman, Chief Investment Officer and Managing Member of Raging Capital. RC GLF has delegated to Raging Capital the sole authority to vote and dispose of the securities held by RC GLF pursuant to its Limited Partnership Agreement, dated July 17, 2017 (the "LPA"), which authority may not be terminated by RC GLF upon less than sixty-one days' written notice to Raging Capital. As a result, each of Raging Capital and Mr. Martin may be deemed to beneficially own the securities held by RC GLF. RC GLF specifically disclaims beneficial ownership of the securities held by it by virtue of its inability to vote or dispose of such securities as a result of the LPA.
  6. Represents a sale of all 8,334 shares Raging QP received in exchange for its pre-bankruptcy shares of the Issuer in connection with the Issuer's emergence from bankruptcy on November 14, 2017.