SEC Filing - Forum Energy Technologies, Inc.

View:

SEC FORM 3 SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Harris James Whelan

(Last)

(First)

(Middle)

920 MEMORIAL CITY WAY

SUITE 800

(Street)

HOUSTON

77024

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/11/2012

3. Issuer Name and Ticker or Trading Symbol
FORUM ENERGY TECHNOLOGIES, INC. [ FET ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP & CFO

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	219,077	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option	⁽¹⁾	01/31/2013	Common Stock	12,950	8.65	D
Stock Option	⁽²⁾	06/30/2014	Common Stock	31,450	6.08	D
Stock Option	⁽³⁾	08/01/2020	Common Stock	222,000	7.68	D
Stock Option	⁽⁴⁾	11/29/2020	Common Stock	21,053	7.68	D
Stock Option	⁽⁵⁾	12/07/2021	Common Stock	9,509	15.35	D
Common Stock Warrants (right to buy)	08/31/2010	⁽⁶⁾	Common Stock	21,423	7.68⁽⁷⁾	D

Explanation of Responses:

1. All of these options, granted under the Forum Oilfield Technologies, Inc. 2005 Stock Incentive Plan, are exercisable.

2. 15,725 of these options, granted under the Forum Oilfield Technologies, Inc. 2005 Stock Incentive Plan, are exercisable. The remaining 15,275 options are exercisable in accordance with the following schedule: 1/2 of the options become exercisable on each of the third and fourth anniversaries of the date of grant (7/1/2009).

3. 55,500 of these options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are currently exercisable. The remaining 166,500 options are exercisable in accordance with the following schedule: 1/3 of the options become exercisable on each of the second, third and fourth anniversaries of the date of grant (8/2/2010).

4. 5,291 of these options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are currently exercisable. The remaining 15,762 options are exercisable in accordance with the following schedule: 1/3 of the options become exercisable on each of the second, third and fourth anniversaries of the date of grant (11/29/2010).

5. These options, granted under the Forum Energy Technologies, Inc. 2010 Stock Incentive Plan, are exercisable in accordance with the following schedule: 1/4 of the options become exercisable on each of the first, second, third and fourth anniversaries of the date of grant (12/7/2011).

6. These warrants expire upon the earlier of five years from the initial issuance, 2.5 years after the consummation of an initial public offering of the Company's common stock or upon the occurrence of certain other events described in the Warrant Agreement pursuant to which the warrants were issued.

7. These warrants have an initial exercise price of $7.68 per share. The exercise price increases 0.5% at the end of each month which equates to an annual increase of 6%.

	/s/ James W. Harris by John C. Ivascu as Attorney-in- Fact	04/11/2012
	** 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 5 (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.

rrd306378_346064.html


                                POWER OF ATTORNEY
       For Executing Forms 3, 4 and 5, Form 144 and Schedules 13D and 13G

     Known by all these present,  that the  undersigned  hereby  constitutes and
appoints each of C. Christopher  Gaut, James L. McCulloch and John C. Ivascu, or
either  of them  signing  singly,  and  with  full  power of  substitution,  the
undersigned's true and lawful attorney-in-fact to:

(1)  execute  for  and  on  behalf  of  the  undersigned  (a)  Forms  3, 4 and 5
     (including  amendments  thereto) in  accordance  with Section  16(a) of the
     Securities Exchange Act of 1934 and the rules thereunder,  (b) Form 144 and
     (c) Schedules 13D and 13G (including amendments thereto) in accordance with
     Sections  13(d) and 13(g) of the  Securities  Exchange  Act of 1934 and the
     rules thereunder, but only to the extent each such form or schedule relates
     to the  undersigned's  beneficial  ownership of  securities of Forum Energy
     Technologies, Inc. or any of its subsidiaries;

(2)  do and perform any and all acts for and on behalf of the  undersigned  that
     may be necessary or desirable to complete and execute any such Form 3, 4 or
     5, Form 144 or  Schedule  13D or 13G  (including  amendments  thereto)  and
     timely  file such  Forms or  Schedules  with the  Securities  and  Exchange
     Commission and any stock exchange, self-regulatory association or any other
     authority,  and  provide a copy as  required  by law or  advisable  to such
     persons as the attorney-in-fact deems appropriate; and

(3)  take  any  other  action  of any type  whatsoever  in  connection  with the
     foregoing  that,  in the opinion of each such  attorney-in-fact,  may be of
     benefit  to,  in  the  best  interest  of,  or  legally   required  of  the
     undersigned,  it  being  understood  that  the  documents  executed  by the
     attorney-in-fact  on behalf of the  undersigned  pursuant  to this Power of
     Attorney  shall be in such form and shall contain such terms and conditions
     as the attorney-in-fact may approve in the attorney-in-fact's discretion.

     The  undersigned  hereby  grants to each  attorney-in-fact  full  power and
authority  to do and perform all and every act and thing  whatsoever  requisite,
necessary  or proper to be done in the  exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally  present,  with full power of substitution or revocation,
hereby  ratifying  and  confirming  all  that  the   attorney-in-fact,   or  the
attorney-in-facts  substitutes or  substitute,  shall lawfully do or cause to be
done by virtue of this  Power of  Attorney  and the  rights  and  powers  herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact,  and
their  substitutes,   in  serving  in  such  capacity  at  the  request  of  the
undersigned, are not assuming (nor is Forum Energy Technologies,  Inc. assuming)
any of the  undersigned's  responsibilities  to comply  with  Section  16 of the
Securities Exchange Act of 1934.

     The undersigned agrees that each such attorney-in-fact may rely entirely on
information  furnished  orally  or in  writing  by or at  the  direction  of the
undersigned to the  attorney-in-fact.  The undersigned  also agrees to indemnify
and hold harmless Forum Energy Technologies, Inc. and each such attorney-in-fact
against  any  losses,  claims,  damages  or  liabilities  (or  actions  in these
respects) that arise out of or are based upon any untrue statements or omissions
of necessary  facts in the  information  provided by or at the  direction of the
undersigned, or upon the lack of timeliness in the delivery of information by or
at the direction of the undersigned,  to such  attorney-in-fact  for purposes of
executing,  acknowledging,  delivering  or  filing  Forms 3, 4 or 5, Form 144 or
Schedule 13D or 13G (including amendments thereto) and agrees to reimburse Forum
Energy Technologies,  Inc. and such  attorney-in-fact on demand for any legal or
other expenses reasonably incurred in connection with investigating or defending
against any such loss, claim, damage, liability or action.

     This Power of  Attorney  shall  remain in full  force and effect  until the
undersigned  is no  longer  required  to file  Forms  3, 4 and 5,  Form  144 and
Schedules  13D  and 13G  (including  amendments  thereto)  with  respect  to the
undersigned's  holdings of and transactions in securities issued by Forum Energy
Technologies,  Inc.,  unless  earlier  revoked  by the  undersigned  in a signed
writing  delivered to the  foregoing  attorneys-in-fact.  This Power of Attorney
revokes all other powers of attorney that the undersigned has previously granted
concerning the matters described herein.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date written below.


                                        /s/ James W. Harris
                                        ----------------------------------------
                                        James W. Harris

                                        December 1, 2011