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Helix ex-CFO cashes out 612,890 stock units

Former EVP & CFO Erik Staffeldt’s Helix equity awards were cashed out at $10.30 per share in the Hornbeck merger, ending his Section 16 reporting status.

(Neutral)
(Neutral)
Form Type
4

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. Staffeldt Erik reported disposition transactions in this Form 4 filing.

HELIX ENERGY SOLUTIONS GROUP INC (HLX) reports that former EVP & CFO Erik Staffeldt had a total of 612,890 performance and restricted stock units in respect of Parent Common Stock converted in connection with the merger involving Hornbeck Offshore Services, Inc., with each unit cashed out based on a $10.30 per-share price. These awards, granted between 2024 and 2026 under the long-term incentive plan, were earned at Compensation Committee–determined performance levels of 150.0%, 133.5% and 170.0% for the respective PSU grants. Following completion of the transactions under the Merger Agreement, Staffeldt is no longer subject to Section 16 reporting for equity securities of the post-merger Hornbeck Offshore Services, Inc., and no Rule 10b5-1 trading plan is reported for these transactions.

Positive

  • None.

Negative

  • None.
Insider Staffeldt Erik
Role Insider
Type Security Shares Price Value
Exercise Performance Share Units F1, F2 94,845 $0.00 $0.00
Exercise Performance Share Units F1, F3 105,998 $0.00 $0.00
Exercise Performance Share Units F1, F4 212,838 $0.00 $0.00
Exercise Restricted Stock Units F1, F5 21,077 $0.00 $0.00
Exercise Restricted Stock Units F1, F6 52,933 $0.00 $0.00
Exercise Restricted Stock Units F1, F7 125,199 $0.00 $0.00
Holdings After Transaction: Performance Share Units — 0 contracts (Direct); Restricted Stock Units — 0 contracts (Direct)
Footnotes (7)
  1. 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.
  2. 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.
  3. 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.
  4. 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.
  5. 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.
  6. 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.
  7. 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.
Total units converted 612,890 units Total performance share units and restricted stock units converted on September 1, 2026
Cash-out share price $10.30 per share Closing price of Parent Common Stock on NYSE on the trading day before the Closing Date
2024 PSU units 94,845 units Performance share units from 2024 Parent PSU Award converted into cash
2025 PSU units 105,998 units Performance share units from 2025 Parent PSU Award converted into cash
2026 PSU units 212,838 units Performance share units from 2026 Parent PSU Award converted into cash
RSU units 2024–2026 199,209 units Restricted stock units from 2024, 2025 and 2026 Parent RSU Awards converted into cash
2024 PSU achievement 150.0% Percentage of 2024 Parent PSU Award determined earned on August 31, 2026
2025 and 2026 PSU achievements 133.5% and 170.0% Percentages of 2025 and 2026 Parent PSU Awards determined earned on August 31, 2026
Section 16 regulatory
"the reporting person is no longer subject to Section 16 in connection"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
Agreement and Plan of Merger regulatory
"Pursuant to the terms of the Agreement and Plan of Merger, dated"
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.
Performance Share Units financial
"each award of performance share units (a "Parent PSU Award")"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
Restricted Stock Units financial
"each award of restricted stock units (a "Parent RSU Award")"
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"
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.
long-term incentive plan financial
"pursuant to the Parent's 2005 Long-Term Incentive Plan (as amended"
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 transactions did former EVP & CFO Erik Staffeldt report in this Form 4 for HLX?

He reported the conversion of 612,890 performance share units and restricted stock units into cash on September 1, 2026 in connection with the merger involving Hornbeck Offshore Services, Inc., with each unit tied to one share of Parent Common Stock.

At what price were Erik Staffeldt’s Helix (HLX) equity awards cashed out?

Each unit was cashed out based on $10.30, the closing price of a share of Parent Common Stock on the NYSE on the trading day immediately prior to the merger closing date, multiplied by the number of shares underlying each performance share or restricted stock unit award.

How many performance share units did Erik Staffeldt have canceled in the HLX merger?

He had performance share units covering 94,845, 105,998, and 212,838 shares canceled and settled in cash, corresponding to PSU grants originally made on January 1, 2024, 2025, and 2026, respectively, under Helix’s long-term incentive plan.

How many restricted stock units of Helix (HLX) did Erik Staffeldt have settled?

He had restricted stock units covering 21,077, 52,933, and 125,199 shares of Parent Common Stock canceled in exchange for cash, tied to RSU awards granted on January 1, 2024, 2025, and 2026, with forfeiture restrictions lapsing under the Merger Agreement.

What performance levels were achieved on Erik Staffeldt’s Helix (HLX) PSU awards?

The Compensation Committee determined on August 31, 2026 that the 2024 PSU award was earned at 150.0%, the 2025 PSU award at 133.5%, and the 2026 PSU award at 170.0%, based on the applicable performance criteria under the long-term incentive plan.

Is Erik Staffeldt still subject to Section 16 reporting for Helix (HLX) or Hornbeck?

No. Following completion of the transactions under the Merger Agreement, the filing states that Erik Staffeldt is no longer subject to Section 16 in connection with transactions in the equity securities of Hornbeck Offshore Services, Inc. (formerly Helix Energy Solutions Group, Inc.).

Were Erik Staffeldt’s HLX transactions made under a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 plan for these transactions; the document-level trading plan checkbox is not marked as being pursuant to a Rule 10b5-1 plan, and no footnote describes a pre-arranged trading plan.

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SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
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*
Staffeldt Erik

(Last)(First)(Middle)
3505 WEST SAM HOUSTON PKWY NORTH
SUITE 400

(Street)
HOUSTON TEXAS 77043

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HORNBECK OFFSHORE SERVICES, INC. [ HOS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
Officer (give title below)XOther (specify below)
FORMER EVP & CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Share Units(1)(2)09/01/2026M94,845 (1)(2) (1)(2)Common Stock94,845$00D
Performance Share Units(1)(3)09/01/2026M105,998 (1)(3) (1)(3)Common Stock105,998$00D
Performance Share Units(1)(4)09/01/2026M212,838 (1)(4) (1)(4)Common Stock212,838$00D
Restricted Stock Units(1)(5)09/01/2026M21,077 (1)(5) (1)(5)Common Stock21,077$00D
Restricted Stock Units(1)(6)09/01/2026M52,933 (1)(6) (1)(6)Common Stock52,933$00D
Restricted Stock Units(1)(7)09/01/2026M125,199 (1)(7) (1)(7)Common Stock125,199$00D
Explanation of Responses:
1. 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.
2. 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.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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.
Remarks:
Following the transactions contemplated by the Merger Agreement, the reporting person is no longer subject to Section 16 in connection with his transactions in the equity securities of Hornbeck Offshore Services, Inc. (formerly named Helix Energy Solutions Group, Inc.) and therefore will no longer report any such transactions on Form 4 or Form 5. Capitalized terms used herein without definition have the meanings ascribed to them in the Merger Agreement.
/s/ Erik Staffeldt09/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)