TEAM INC — Director's Dealing 2012

Dec 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEAM INC (TISI)
CIK: 0000318833
Period of Report: 2012-12-17

Reporting Person: HAWK PHILIP J (Director, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-20	Common Stock	G	200000	—	Disposed	156637	Direct
2012-11-20	Common Stock	G	200000	—	Acquired	200000	Indirect
2012-12-17	Common Stock	S	155160	$37.99	Disposed	1477	Direct
2012-12-17	Common Stock	P	155160	$37.99	Acquired	355160	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$	2022-10-15	Common Stock (19003)	19003	Direct
Restricted Stock Units	$	2021-10-14	Common Stock (17886)	17886	Direct
Restricted Stock Units	$	2020-10-15	Common Stock (12451)	12451	Direct
Restricted Stock Units	$	2019-10-14	Common Stock (7612)	7612	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: The reporting person transferred these shares to a Family Limited Partnership of which the reporting person is a general partner.

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 10/15/2013, 10/15/2014, 10/15/2015 and 10/15/2016, 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 Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2012, 10/15/2013, 10/15/2014 and 10/15/2015, 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 10/15/2011, 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.

F6: Upon achievement of the annual performance goal established by the Compensation 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.

F7: Options are fully vested.