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Bristow Group Inc. Director's Dealing 2013

Mar 1, 2013

32164_dirs_2013-03-01_30394bb3-4e75-4955-bb19-55f4964c0e17.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ERA GROUP INC. (ERA)
CIK: 0001525221
Period of Report: 2013-02-27

Reporting Person: WEBSTER STEVEN A (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-01-31 Common Stock J 24087 Acquired 24087 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-02-27 Stock Options (right to buy) $11.42 A 13384 Acquired 2020-05-20 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $11.60 A 13384 Acquired 2019-05-13 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $13.59 A 13384 Acquired 2016-05-17 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $15.36 A 13384 Acquired 2018-03-04 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $16.74 A 13384 Acquired 2017-05-17 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $18.40 A 13384 Acquired 2022-06-07 Common stock (13384) Direct
2013-02-27 Stock Options (right to buy) $20.41 A 13384 Acquired 2021-05-24 Common stock (13384) Direct

Footnotes

F1: On January 31, 2013, SEACOR Holdings Inc. ("SEACOR") effected the distribution of 100% of the outstanding shares of common stock of Era Group Inc. ("Era Group") held by SEACOR to SEACOR's shareholders (the "Distribution"). As a result of the Distribution, the reporting person received one share of Era Group common stock for each share of SEACOR common stock (including SEACOR restricted stock awards) held on the record date for the Distribution, January 24, 2013, or a total of 24,087 shares of Era Group common stock. The acquisition of shares as a result of the Distribution was exempt pursuant to Rule 16a-9.

F2: In connection with the Distribution, the reporting person's SEACOR options were converted into Era Group options pursuant to a replacement award agreement between the reporting person and Era Group (the "Replacement Awards"). The compensation committee of the registrant's board of directors ratified the number of awards to be issued as Replacement Awards and the issuance of the Replacement Awards on February 27, 2013.

F3: The options are fully vested and exercisable.

F4: The options will vest on June 7, 2013, provided that Mr. Webster is serving as a director of Era Group as of such date.