Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
(c)
Total number
(d)
of shares
Maximum
(a)
(b)
purchased as
number of shares
Total number
Average
part of publicly
that may yet be
of shares
price paid
announced
purchased under
Period
purchased (1)
per share
program
the program (2)
January 1 to January 31, 2022
488,718
$
3.12
—
9,183,183
February 1 to February 28, 2022
—
—
—
9,183,183
March 1 to March 31, 2022
—
—
—
9,183,183
488,718
$
3.12
—
(1) Includes shares forfeited in satisfaction of tax obligations upon vesting of share-based awards under our existing long-term incentive plans.
(2) Under the terms of our stock repurchase program, we may repurchase shares of our common stock in an amount equal to any equity granted to our employees, officers and directors under our share-based compensation plans, including share-based awards under our existing long-term incentive plans and shares issued to our employees under our Employee Stock Purchase Plan (Note 9), and such shares increase the number of shares available for repurchase. For additional information regarding our stock repurchase program, see Note 11 to our 2021 Form 10-K.
33
Table of Contents
Item 6. Exhibits
Exhibit Number
Description
Filed or Furnished Herewith or Incorporated by Reference from the Following Documents (Registration or File Number)
3.1
2005 Amended and Restated Articles of Incorporation, as amended, of Helix Energy Solutions Group, Inc.
Exhibit 3.1 to the Current Report on Form 8-K filed on March 1, 2006 (000-22739)
3.2
Second Amended and Restated By-Laws of Helix Energy Solutions Group, Inc., as amended.
Exhibit 3.1 to the Current Report on Form 8-K filed on September 28, 2006 (001-32936)
31.1
Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 by Owen Kratz, Chief Executive Officer.
Filed herewith
31.2
Certification Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 by Erik Staffeldt, Chief Financial Officer.
Filed herewith
32.1
Certification of Helix’s Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes–Oxley Act of 2002.
Furnished herewith
101.INS
XBRL Instance Document.
The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
Filed herewith
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
Filed herewith
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
Filed herewith
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
Filed herewith
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
Filed herewith
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).
Filed herewith
34
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
HELIX ENERGY SOLUTIONS GROUP, INC.
(Registrant)
Date: April 27, 2022
By:
/s/ Owen Kratz
Owen Kratz
President and Chief Executive Officer
(Principal Executive Officer)
Date: April 27, 2022
By:
/s/ Erik Staffeldt
Erik Staffeldt
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
35
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.