TEAM INC — Director's Dealing 2011

Aug 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEAM INC (TISI)
CIK: 0000318833
Period of Report: 2011-08-01

Reporting Person: HAWK PHILIP J (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-01	Common Stock	S	900	$26.75	Disposed	410929	Direct
2011-08-02	Common Stock	S	19100	$26.525	Disposed	391829	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$	2020-10-15	Common Stock (24901)	24901	Direct
Restricted Stock Units	$	2019-10-14	Common Stock (22838)	22838	Direct
Restricted Stock Units	$	2018-10-15	Common Stock (13691)	13691	Direct
Nq Stock Options	$30.33	2017-10-15	Common Stock (120000)	120000	Direct
Nq Stock Options	$15.27	2016-10-17	Common Stock (120000)	120000	Direct
Nq Stock Options	$13.28	2016-01-17	Common Stock (100000)	100000	Direct
Nq Stock Options	$9.63	2015-08-17	Common Stock (46000)	46000	Direct
Nq Stock Options	$9.23	2015-08-12	Common Stock (40000)	40000	Direct
Iso Stock Options	$9.43	2015-05-13	Common Stock (4000)	4000	Direct
Iso Stock Options	$9.57	2015-05-12	Common Stock (10000)	10000	Direct
Iso Stock Options	$9.69	2015-05-11	Common Stock (10000)	10000	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $26.40 to $26.70. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F2: Stock Units convert on a 1-for-1 basis into shares of Team Common Stock.

F3: Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2011, 10/15/2012, 10/15/2013 and 10/15/2014, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.

F4: Upon achievement of the annual performance goal established by the Compendation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2010, 10/15/2011, 10/15/2012 and 10/15/2013, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.

F5: Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/14/2009, 10/14/2010, 10/14/2011 and 10/15/2012, unless earlier terminated in accordance with the Plan. Stock units will automatically be converted into shares of common stock upon achievement of the performance goal in accordance with the respective time vesting schedule.

F6: Vesting 25% on each of the first 4 anniversaries following the date of issue.

F7: Options are fully vested.