Seacor Form 4 / CHARLES FABRIKANT ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

FABRIKANT CHARLES

(Last)

(First)

(Middle)

C/O SEACOR HOLDINGS INC.

2200 ELLER DRIVE

(Street)

FT. LAUDERDALE

33316

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SEACOR HOLDINGS INC /NEW/ [ CKH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/15/2021		D		435,189	D	⁽¹⁾	0	D
Common Stock	04/15/2021		D		800	D	⁽¹⁾	0	I	Eric Fabrikant 2009 Family Trust⁽²⁾
Common Stock	04/15/2021		D		800	D	⁽¹⁾	0	I	Harlan Saroken 2009 Family Trust⁽²⁾
Common Stock	04/15/2021		D		12,388	D	⁽¹⁾	0	I	VSS Holding Corp.⁽³⁾
Common Stock	04/15/2021		D		14,826	D	⁽¹⁾	0	I	By Spouse⁽⁴⁾
Common Stock	04/15/2021		D		60,000	D	⁽¹⁾	0	I	Charles Fabrikant 2012 GST Exempt Trust⁽²⁾
Common Stock	04/15/2021		D		332,142	D	⁽¹⁾	0	I	Fabrikant International Corporation⁽⁵⁾
Common Stock	04/15/2021		D		42,121	D	⁽¹⁾	0	I	Charles Fabrikant 2009 Family Trust
Common Stock	04/15/2021		D		18,995	D	⁽¹⁾	0	I	Article Sixth Trust U/W/O Elaine Fabrikant FBO EF
Common Stock	04/15/2021		D		12,000	D	⁽¹⁾	0	I	Sara Fabrikant 2012 GST Exempt Trust⁽⁶⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (right to buy)⁽⁷⁾	$41.23⁽⁸⁾	04/15/2021		D			7,491	⁽⁸⁾	03/02/2022	Common Stock	7,491	$0.27	0	D
Stock Options (right to buy)⁽⁸⁾	$48.26⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/04/2023	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$44.28⁽⁷⁾	04/15/2021		D			14,983	⁽⁷⁾	03/04/2021	Common Stock	14,983	$0	0	D
Stock Options (right to buy)	$29.22⁽⁸⁾	04/15/2021		D			6,250	⁽⁸⁾	03/04/2030	Common Stock	6,250	$12.28	0	D
Stock Options (right to buy)	$51.02⁽⁷⁾	04/15/2021		D			5,000	⁽⁷⁾	03/06/2028	Common Stock	5,000	$0	0	D
Stock Options (right to buy)	$44.97⁽⁷⁾	04/15/2021		D			7,491	⁽⁷⁾	03/02/2022	Common Stock	7,491	$0	0	D
Stock Options (right to buy)	$35.68⁽⁸⁾	04/15/2021		D			7,750	⁽⁸⁾	04/05/2027	Common Stock	7,750	$5.82	0	D
Stock Options (right to buy)	$31.26⁽⁸⁾	04/15/2021		D			6,250	⁽⁸⁾	03/04/2030	Common Stock	6,250	$10.24	0	D
Stock Options (right to buy)	$47.2⁽⁷⁾	04/15/2021		D			6,250	⁽⁷⁾	03/04/2029	Common Stock	6,250	$0	0	D
Stock Options (right to buy)	$44.87⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/04/2025	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$47.1⁽⁷⁾	04/15/2021		D			7,750	⁽⁷⁾	04/05/2027	Common Stock	7,750	$0	0	D
Stock Options (right to buy)	$39.38⁽⁸⁾	04/15/2021		D			7,750	⁽⁸⁾	04/05/2027	Common Stock	7,750	$2.12	0	D
Stock Options (right to buy)	$57.67⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/04/2023	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$38.53⁽⁸⁾	04/15/2021		D			7,491	⁽⁸⁾	03/02/2022	Common Stock	7,491	$2.97	0	D
Stock Options (right to buy)	$44.99⁽⁷⁾	04/15/2021		D			14,983	⁽⁷⁾	03/04/2021	Common Stock	14,983	$0	0	D
Stock Options (right to buy)	$39.18⁽⁸⁾	04/15/2021		D			19,376	⁽⁸⁾	03/04/2026	Common Stock	19,376	$2.32	0	D
Stock Options (right to buy)	$36.24⁽⁸⁾	04/15/2021		D			19,376	⁽⁸⁾	03/04/2026	Common Stock	19,376	$5.26	0	D
Stock Options (right to buy)	$35.1⁽⁸⁾	04/15/2021		D			19,376	⁽⁸⁾	03/04/2026	Common Stock	19,376	$6.4	0	D
Stock Options (right to buy)	$43.2⁽⁷⁾	04/15/2021		D			6,250	⁽⁷⁾	03/04/2029	Common Stock	6,250	$0	0	D
Stock Options (right to buy)	$39.97⁽⁸⁾	04/15/2021		D			7,750	⁽⁸⁾	04/05/2027	Common Stock	7,750	$1.53	0	D
Stock Options (right to buy)	$38.57⁽⁸⁾	04/15/2021		D			11,625	⁽⁸⁾	03/04/2025	Common Stock	11,625	$2.93	0	D
Stock Options (right to buy)	$45.28⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/06/2024	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$34.14⁽⁸⁾	04/15/2021		D			11,625	⁽⁸⁾	03/04/2025	Common Stock	11,625	$7.36	0	D
Stock Options (right to buy)	$52.89⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/04/2023	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$50.37⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/06/2024	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$40.64⁽⁸⁾	04/15/2021		D			5,000	⁽⁸⁾	03/06/2028	Common Stock	5,000	$0.86	0	D
Stock Options (right to buy)	$55.85⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/06/2024	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$36.29⁽⁸⁾	04/15/2021		D			6,250	⁽⁸⁾	03/04/2030	Common Stock	6,250	$5.21	0	D
Stock Options (right to buy)	$43.24⁽⁷⁾	04/15/2021		D			11,625	⁽⁷⁾	03/04/2025	Common Stock	11,625	$0	0	D
Stock Options (right to buy)	$41.91⁽⁷⁾	04/15/2021		D			6,250	⁽⁷⁾	03/04/2029	Common Stock	6,250	$0	0	D

Explanation of Responses:

1. Disposed of pursuant to the Agreement and Plan of Merger between SEACOR Holdings Inc., Safari Parent, Inc. and Safari Merger Subsidiary, Inc. in exchange for $41.50 per share on the effective date of the merger (the "Merger") or in the related preceding tender offer at the same price (collectively, the "Tender Officer")." The Tender Officer expired on April 14, 2021, and the Merger closed on April 15, 2021.

2. Reporting Person's spouse is a trustee. Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest.

3. Reporting Person is the President and sole stockholder.

4. Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest.

5. Reporting Person is the President. Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest.

6. Reporting Person is a trustee. Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest.

7. Upon consummation of the Merger, each such option was cancelled for no consideration.

8. Upon consummation of the Merger, each such option was canceled in exchange for a cash payment equal to the difference between $41.50 and the exercise price of the option.

Remarks:

	/s/ William C. Long Attorney-in-Fact	04/19/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Seacor (CKH) Form 4SEACOR / CHARLES FABRIKANT ownership change