DAWSON GEOPHYSICAL CO — Director's Dealing 2015

Feb 12, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DAWSON GEOPHYSICAL CO (DWSN)
CIK: 0000799165
Period of Report: 2015-02-11

Reporting Person: GARDNER HERBERT M (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	191610	Direct
Common Stock	50000	Indirect
Common Stock	26818	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonqualified Stock Option	$17.1980	2016-11-20	Common Stock (6187)	6187	Direct
Nonqualified Stock Option	$16.7861	2017-08-06	Common Stock (6562)	6562	Direct
Nonqualified Stock Option	$21.54	2018-12-18	Common Stock (6599)	6599	Direct
Nonqualified Stock Option	$11.79	2019-07-30	Common Stock (12500)	12500	Direct

Footnotes

F1: Includes 98,777 shares held in Reporting Persons IRA accounts.

F2: These shares were previously reported as directly beneficially owned, but were contributed to a grantor retained annuity trust on 11/12/2014.

F3: Reporting Person disclaims beneficial ownership of shares owned by the Generation Skipping Marital Trust U/W/O Mary K. Gardner, of which the Reporting Person is a Co-Trustee.

F4: Adjusted to reflect the 1-for-3 reverse stock split that became effective on February 11, 2015.

F5: Options are all vested and exercisable.

F6: The reporting person resigned from the board of directors of the issuer effective February 11, 2015. As a result, the reporting person is no longer subject to Section 16 in connection with transactions in the equity securities of the issuer and therefore will no longer report any such transactions on Form 4 or Form 5.