Statement of Changes in Beneficial Ownership (4)
26 Maio 2023 - 5:14PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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BALDWIN MARK E |
2. Issuer Name and Ticker or Trading Symbol
TETRA TECHNOLOGIES INC
[
TTI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
24955 INTERSTATE 45 NORTH |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/24/2023 |
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(Street)
THE WOODLANDS, TX 77380 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 5/24/2023 | | M(1) | | 24022.00 | A | $0.00 (1) | 268828.00 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 Unit | $0.00 (2) | 5/24/2023 | | A | | 39091.00 | | (3) | (3) | Common Stock | 39091.00 | $0.00 | 39091.00 | D | |
| Restricted Stock Unit | $0.00 (4) | 5/24/2023 | | M (1) | | | 24022.00 | (4) | (4) | Common Stock | 24022.00 | $0.00 (1) | 0.00 | D | |
| Explanation of Responses: |
| (1) | Represents vested shares of restricted stock units granted on May 24, 2023. Restricted stock units convert into common stock on a one-for-one basis. |
| (2) | Each restricted stock unit ("RSU") represents the contingent right to receive one share of Issuer's common stock upon vesting of the unit. The closing price of the Issuer's common stock on the date of this RSU award was $2.88. |
| (3) | This restricted stock unit award was granted pursuant to the TETRA Technologies, Inc. Second Amended and Restated 2018 Equity Incentive Plan. The Award will cliff vest the earlier of the one-year anniversary of the Grant Date or the date of the Company's 2024 annual meeting of stockholders, subject to continued service with the Issuer at vest date. Vested shares will be delivered to the reporting person on the settlement date unless the Issuer elects to settle the RSUs in cash, or a combination of shares and cash, in the Issuer's sole discretion. |
| (4) | The restricted stock unit award fully vested on May 24, 2023. Each restricted stock unit represents the contingent right to receive one share of the Issuer's common stock upon vesting of the unit. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
BALDWIN MARK E
24955 INTERSTATE 45 NORTH
THE WOODLANDS, TX 77380 | X |
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Signatures
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| Kimberly M. O'Brien, attorney in fact | | 5/26/2023 |
| **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). |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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