TEAM INC — Director's Dealing 2015

Nov 12, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEAM INC (TISI)
CIK: 0000318833
Period of Report: 2015-11-10

Reporting Person: HAWK PHILIP J (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-10	Common Stock	M	60000	$15.27	Acquired	100379	Direct
2015-11-10	Common Stock	S	60000	$37.9229	Disposed	40379	Direct
2015-11-10	Common Stock	S	30881	$37.9221	Disposed	128523	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-10	Nq Stock Options	$15.27	M	60000	Disposed	2016-10-17	Common Stock (60000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nq Stock Options	$30.33	2017-10-15	Common Stock (120000)	120000	Direct
Restricted Stock Units	$	2022-10-15	Common Stock (4751)	4751	Direct
Restricted Stock Units	$	2023-10-15	Common Stock (8586)	8586	Direct
Restricted Stock Units	$	2024-10-15	Common Stock (7833)	7833	Direct
Restricted Stock Units	$	2025-10-15	Common Stock (8592)	8592	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $37.82 to $38.12. 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: This transaction was executed in multiple trades at prices ranging from $37.82 to $38.15. 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.

F3: Options are fully vested.

F4: Stock Units convert on a 1-for-1 basis into shares of Team Common Stock.

F5: Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2013, 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.

F6: Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2014, 10/15/2015, 10/15/2016, 10/15/2017, 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: Stock Units vest 25% on 11/4/2015, 10/15/2016, 10/15/2017 and 10/15/2018, unless earlier terminated in accordance with the Plan. Stock Units will automatically be converted into shares of Common Stock in accordance with the repective vesting schedule.

F8: Stock Units vest 25% on 10/15/2016, 10/15/2017, 10/15/2018 and 10/15/2019, unless earlier terminated in accordance with the Plan. Stock Units will automatically be converted into shares of Common Stock in accordance with the respective vesting schedule.