Helix ex-EVP settles 412,805 units at $10.30
Former EVP and general counsel settled 412,805 HLX equity awards for cash at $10.30 per share in connection with the merger and exited Section 16 status.
Rhea-AI Filing Summary
HELIX ENERGY SOLUTIONS GROUP INC (symbol: HLX) is the issuer of record for a Form 4 filing submitted to the SEC. Neikirk Kenneth English reported disposition transactions in this Form 4 filing.
HELIX ENERGY SOLUTIONS GROUP INC (HLX), now renamed Hornbeck Offshore Services, Inc. for these purposes, reported that former EVP, General Counsel and Secretary Kenneth English Neikirk settled multiple equity awards in connection with the closing of an Agreement and Plan of Merger on September 1, 2026.
On that date he exercised or converted a total of 412,805 derivative units, including performance share units and restricted stock units, into an equivalent number of shares of common stock at a $0.00 exercise price, and those awards were canceled in exchange for cash equal to the shares multiplied by $10.30 per share under the merger terms. Following these merger-related transactions, he is no longer subject to Section 16 reporting for HLX equity securities, and no Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
412,805 shares exercised/converted
Exercise
6 txns
Insider
Neikirk Kenneth English
Role
Insider
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Share Units F1, F2 | 69,309 | $0.00 | $0.00 |
| Exercise | Performance Share Units F1, F3 | 68,040 | $0.00 | $0.00 |
| Exercise | Performance Share Units F1, F4 | 142,344 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F5 | 15,402 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F6 | 33,978 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F1, F7 | 83,732 | $0.00 | $0.00 |
Holdings After Transaction:
Performance Share Units — 0 contracts (Direct);
Restricted Stock Units — 0 contracts (Direct)
Footnotes (7)
- F1. Pursuant to the terms of the Agreement and Plan of Merger, dated as of April 22, 2026, by and among Helix Energy Solutions Group, Inc. Odyssey Sub, Inc., Hercules Sub LLC and Hornbeck Offshore Services, Inc. (the "Merger Agreement"), each award of performance share units (a "Parent PSU Award") and each award of restricted stock units (a "Parent RSU Award") owned by the reporting person as of the Effective Time was canceled in exchange for an amount in cash equal to the number of shares of Parent Common Stock subject to such Parent PSU Award or Parent RSU Award multiplied by the closing price of a share of Parent Common Stock on the NYSE on the Trading Day immediately prior to the Closing Date, which was $10.30.
- F2. Each performance share unit subject to the Parent PSU Award granted on January 1, 2024 ("2024 Parent PSU Award") pursuant to the Parent's 2005 Long-Term Incentive Plan (as amended, the "LTIP") represented the contingent right to receive one share of Parent Common Stock subject to the terms of the LTIP and the 2024 Parent PSU Award agreement, subject to the level of achievement with respect to the applicable performance criteria. On August 31, 2026, the Compensation Committee determined that 150.0% of the 2024 Parent PSU Award was earned by the reporting person.
- F3. Each performance share unit subject to the Parent PSU Award granted on January 1, 2025 ("2025 Parent PSU Award") pursuant to the LTIP represented the contingent right to receive one share of Parent Common Stock subject to the terms of the LTIP and the 2025 Parent PSU Award agreement, subject to the level of achievement with respect to the applicable performance criteria. On August 31, 2026, the Compensation Committee determined that 133.5% of the 2025 Parent PSU Award was earned by the reporting person.
- F4. Each performance share unit subject to the Parent PSU Award granted on January 1, 2026 ("2026 Parent PSU Award") pursuant to the LTIP represented the contingent right to receive one share of Parent Common Stock subject to the terms of the LTIP and the 2026 Parent PSU Award agreement, subject to the level of achievement with respect to the applicable performance criteria. On August 31, 2026, the Compensation Committee determined that 170.0% of the 2026 Parent PSU Award was earned by the reporting person.
- F5. Each restricted stock unit subject to the Parent RSU Award granted on January 1, 2024 ("2024 Parent RSU Award") represented the contingent right to receive one share of Parent Common Stock. Forfeiture restrictions lapsed with respect to one-third of the 2024 Parent RSU Award on January 1, 2025, forfeiture restrictions with respect to an additional one-third of the award lapsed on January 1, 2026 and, pursuant to the Merger Agreement, the remaining forfeiture restrictions with respect to the award lapsed on September 1, 2026.
- F6. Each restricted stock unit subject to the Parent RSU Award granted on January 1, 2025 ("2025 Parent RSU Award") represented the contingent right to receive one share of Parent Common Stock. Forfeiture restrictions lapsed with respect to one-third of the 2025 Parent RSU Award on January 1, 2026 and, pursuant to the terms of the Merger Agreement, the remaining forfeiture restrictions with respect to the award lapsed on September 1, 2026.
- F7. Each restricted stock unit subject to the Parent RSU Award granted on January 1, 2026 ("2026 Parent RSU Award") represented the contingent right to receive one share of Parent Common Stock. Pursuant to the terms of the Merger Agreement, all forfeiture restrictions with respect to the 2026 Parent RSU Award lapsed on September 1, 2026.
Key Figures
Total derivative units exercised or converted: 412,805 units
Performance share units exercised (2024 award-related): 69,309 units
Performance share units exercised (2025 award-related): 68,040 units
+5 more
8 metrics
Total derivative units exercised or converted
412,805 units
Aggregate performance share units and restricted stock units on September 1, 2026
Performance share units exercised (2024 award-related)
69,309 units
Performance share units converted into common stock on September 1, 2026
Performance share units exercised (2025 award-related)
68,040 units
Performance share units converted into common stock on September 1, 2026
Performance share units exercised (2026 award-related)
142,344 units
Performance share units converted into common stock on September 1, 2026
Restricted stock units settled (2024 award-related)
15,402 units
Restricted stock units converted into common stock on September 1, 2026
Restricted stock units settled (2025 award-related)
33,978 units
Restricted stock units converted into common stock on September 1, 2026
Restricted stock units settled (2026 award-related)
83,732 units
Restricted stock units converted into common stock on September 1, 2026
Per-share cash value for canceled awards
$10.30 per share
NYSE closing price of HLX common stock on the trading day before the merger closing date
Key Terms
Agreement and Plan of Merger, performance share units, restricted stock units, Effective Time, +2 more
6 terms
Agreement and Plan of Merger regulatory
"Pursuant to the terms of the Agreement and Plan of Merger, dated as of April 22, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
restricted stock units financial
"each award of restricted stock units (a "Parent RSU Award") owned by the reporting person"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Effective Time regulatory
"owned by the reporting person as of the Effective Time was canceled in exchange for an amount in cash"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
forfeiture restrictions financial
"Forfeiture restrictions lapsed with respect to one-third of the 2024 Parent RSU Award"
Long-Term Incentive Plan financial
"pursuant to the Parent's 2005 Long-Term Incentive Plan (as amended, the "LTIP")"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
FAQ
What insider equity transactions did HLX report for Kenneth English Neikirk on September 1, 2026?
HLX reported that Kenneth English Neikirk exercised or converted 412,805 performance share units and restricted stock units into common stock at a $0.00 exercise price, with the awards canceled for cash under the merger agreement.
How were Kenneth English Neikirk’s HLX awards treated in the merger?
Each performance share unit and restricted stock unit was canceled at the merger’s Effective Time in exchange for cash equal to the number of underlying HLX common shares multiplied by $10.30, the NYSE closing price on the trading day before the closing date.
What types and amounts of HLX derivative awards did Neikirk settle?
Neikirk settled performance share units of 69,309, 68,040, and 142,344 shares, and restricted stock units of 15,402, 33,978, and 83,732 shares, each convertible into one share of HLX common stock, all in connection with the merger.
Were Kenneth English Neikirk’s HLX transactions under a Rule 10b5-1 plan?
No. The filing indicates that no transactions were made pursuant to a Rule 10b5-1 trading plan; the document-level checkbox for such a plan is not selected.
Is Kenneth English Neikirk still subject to Section 16 reporting for HLX (HOS) stock?
No. The company states that following the transactions contemplated by the merger agreement, Neikirk is no longer subject to Section 16 for transactions in the equity securities of Hornbeck Offshore Services, Inc. (formerly Helix Energy Solutions Group, Inc.).
How were the performance goals on Neikirk’s HLX PSU awards determined at vesting?
The Compensation Committee determined on August 31, 2026 that 150.0% of the 2024 PSU award, 133.5% of the 2025 PSU award, and 170.0% of the 2026 PSU award were earned, based on applicable performance criteria under the long-term incentive plan.
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