Amendment: Large owner Ballard Westervelt T. Jr converted options into 7,765 shares and covered exercise/tax liability with 2,302 shares, increasing direct ownership by 1% to 413,740 units (SEC Form 4)
$SLNG
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| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Stabilis Solutions, Inc. [ SLNG ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/31/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 02/04/2025 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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(1) | 01/31/2025 | M | 7,765 | A | (2) | 416,042 | D | |||
| Common Stock | 01/31/2025 | F | 2,302 | D | (3) | 413,740 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Units | (2) | 01/31/2025 | M | 7,765 | (4) | (5) | Common Stock | 7,765 | $0 | 0 | D | ||||
| Stock Options | $10 | 01/31/2025 | D(6) | 1,300,000 | (6) | 04/30/2025 | Common Stock | 1,300,000 | (6) | 0 | D | ||||
| Stock Options | $10 | 01/31/2025 | A(6) | 1,300,000 | (6) | 12/31/2025 | Common Stock | 1,300,000 | (6) | 1,300,000 | D | ||||
| Stock Options | $6 | 01/31/2025 | D(7) | 442,574 | (7) | 01/31/2026 | Common Stock | 442,574 | (7) | 0 | D | ||||
| Stock Options | $6 | 01/31/2025 | A(7) | 442,574 | (7) | 12/31/2025 | Common Stock | 442,574 | (7) | 442,574 | D | ||||
| Explanation of Responses: |
| 1. RSU Vesting - See additional details in footnotes 2-5. |
| 2. The Restricted Stock Units ("RSUs") were awarded to the reporting person pursuant to the Amended and Restated Stabilis Solutions, Inc. 2019 Long Term Incentive Plan (the "Plan"). Each RSU represents the right to receive upon vesting, one share of Stabilis Solutions, Inc. Common Stock. |
| 3. Value of the shares based on the closing price of the stock on the vesting date of $7.60. |
| 4. RSUs vested on January 31, 2025. |
| 5. Unless earlier forfeited under the terms and conditions of the award agreement, the RSUs expire immediately following vesting. |
| 6. The two reported transactions involved an amendment of an outstanding option to extend the expiration date, which may be deemed a cancellation of the original option and grant of a new option. As amended, the option expires on December 31, 2025. |
| 7. The two reported transactions involved an amendment of an outstanding option to accelerate the expiration date, which may be deemed a cancellation of the original option and grant of a new option. As amended, the option expires on December 31, 2025. |
| Remarks: |
| This Form 4/A is an amendment to the original Form 4 filed on 2/4/25, for the purpose 1) to check the 10% owner box 2) Uncheck the box indicating the reporting person is a director and officer and 3) uncheck the box of no longer subject to Section 16. |
| /s/ Andrew L. Puhala, Attorney-in-Fact for Westervelt T. Ballard, Jr. | 02/14/2025 | |
| ** 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 Number. | ||