DAWSON GEOPHYSICAL CO — Director's Dealing 2014

Aug 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TGC INDUSTRIES INC (TGE)
CIK: 0000799165
Period of Report: 2014-07-31

Reporting Person: FLYNN EDWARD L (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-31	Nonqualified Stock Option	$3.93	A	37500	Acquired	2019-07-30	Common Stock (37500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1323889	Direct
Common Stock	302931	Indirect
Common Stock	30387	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonqualified Stock Option	$3.52	2014-12-03	Common Stock (21979)	21979	Direct
Nonqualified Stock Option	$5.73	2016-11-20	Common Stock (18562)	18562	Direct
Nonqualified Stock Option	$5.60	2017-08-06	Common Stock (19687)	19687	Direct
Nonqualified Stock Option	$7.18	2018-12-18	Common Stock (19797)	19797	Direct

Footnotes

F1: Reporting Person disclaims beneficial ownership of shares owned by spouse.

F2: Reporting Person disclaims beneficial ownership of the shares owned by Flynn Meyer PSP&T #1 except to the extent of reporting persons pecuniary interest. Reporting person is the plan administrator for Flynn Meyer PSP&T #1

F3: Currently exercisable.

F4: Option vests fifty percent on the date of grant (12-18-2013) and the remaining fifty percent vests one year after the date of grant (12-18-2014).

F5: Option vests fifty percent on the date of grant (7-31-2014) and the remaining fifty percent vests one year after the date of grant (7-31-2015).

F6: Not applicable.