TEAM INC — Director's Dealing 2015

Oct 20, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEAM INC (TISI)
CIK: 0000318833
Period of Report: 2015-10-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-10-15	Common Stock	M	3460	—	Acquired	33615	Direct
2015-10-15	Common Stock	M	2757	—	Acquired	36372	Direct
2015-10-15	Common Stock	M	2492	—	Acquired	38864	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-10-15	Restricted Stock Units	$	A	8592	Acquired	2025-10-15	Common Stock (8592)	Direct
2015-10-15	Restricted Stock Units	$	M	3460	Disposed	2021-10-14	Common Stock (3460)	Direct
2015-10-15	Restricted Stock Units	$	F	2502	Disposed	2021-10-14	Common Stock (2502)	Direct
2015-10-15	Restricted Stock Units	$	M	2757	Disposed	2022-10-15	Common Stock (2757)	Direct
2015-10-15	Restricted Stock Units	$	F	1994	Disposed	2022-10-15	Common Stock (1994)	Direct
2015-10-15	Restricted Stock Units	$	M	2492	Disposed	2023-10-15	Common Stock (2492)	Direct
2015-10-15	Restricted Stock Units	$	F	1801	Disposed	2023-10-15	Common Stock (1801)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	159404	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$	2024-10-15	Common Stock (10443)	10443	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

Footnotes

F1: Represents vesting of restricted Stock Units and conversion to Team Common Stock.

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

F3: 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.

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: Represents the portion of Stock Units withheld for income taxes prior to settlement in Common Stock.

F6: Upon achievement of the annual performance goal established by the Compensation Committee, the Performance-Based Stock Units vest in 25% installments on 10/15/2013, 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.

F7: 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.

F8: 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.

F9: Options are fully vested.