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Form 4 MRC GLOBAL INC. For: Feb 17 Filed by: Ittner Gary A

February 19, 2015 5:06 PM EST
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 *
Ittner Gary A

(Last) (First) (Middle)
2 HOUSTON CENTER
909 FANNIN, SUITE 3100

(Street)
HOUSTON TX 77010

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MRC GLOBAL INC. [ MRC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP-Valves, Fittings, Flanges
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2015
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)
Code V Amount (A) or (D) Price
Common Stock 02/17/2015   A   7,506 (1) A $ 0 48,309 D  
Common Stock               1,200 I See Footnote (2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. 34% of the shares of restricted Common Stock reported above will vest on 2/17/2016, 33% of the shares of restricted Common Stock reported above will vest on 2/17/2017, and 33% of the shares of restricted Common Stock reported above will vest on 2/17/2018, each conditioned on the reporting person's continued service with the issuer and subject to accelerated vesting under certain circumstances.
2. The shares of Common Stock reported above are owned by the Gary and Mary Ittner Revocable Trust dated November 20, 2012.
/s/ Ann D. Garnett, Attorney-in-fact 02/19/2015
** 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.
LIMITED POWER OF ATTORNEY

The undersigned, being an executive officer of MRC Global Inc. 
(the ?Corporation?), who will hereby be subject to the reporting 
obligations of Section 16 of the Securities Exchange Act of 1934, 
as amended (the ?Act?), with respect to securities of the Corporation, 
hereby constitutes and appoints, with full power of substitution or 
revocation, each of Daniel J. Churay and Ann D. Garnett, or such 
attorney-in-fact?s substitute or substitutes, as the undersigned?s 
true and lawful attorneys-in-fact and agents to execute and file 
for and on behalf of the undersigned Forms 4 and 5 with the Securities 
and Exchange Commission (the ?SEC?), and to perform all acts necessary 
in order to execute and file such Forms 4 and 5, as he or she, as 
applicable, shall deem appropriate.  The undersigned hereby ratifies 
and confirms all that said attorneys-in-fact and agents, or such 
attorney-in-fact?s substitute or substitutes, shall do or cause to 
be done by virtue hereof.

The undersigned acknowledges that the foregoing attorneys-in-fact, 
in serving in such capacity at the request of the undersigned, or 
such attorney-in-fact?s substitute or substitutes, are not assuming, 
nor is the Corporation assuming, any of the undersigned?s 
responsibilities to comply with Section 16 of the Act.  This Limited 
Power of Attorney shall remain in full force and effect until the 
undersigned is no longer required to file Forms 4 and 5 with respect 
to the undersigned?s holdings of and transactions in securities issued 
by the Corporation, unless earlier revoked by the undersigned in a 
signed writing delivered to the foregoing attorneys-in-fact.

This Limited Power of Attorney is effective as of February 17, 2015, 
and any previous power of attorney issued by the undersigned for the 
purpose of executing and filing Forms 4 and 5 with the SEC with respect 
to holdings of and transactions in securities issued by the Corporation 
is hereby revoked (without affecting the effectiveness of any such power 
of attorney prior to the date hereof).


/s/ Andrew R. Lane				/s/ James E. Braun 				
Andrew R. Lane					James E. Braun 

/s/ Daniel J. Churay				/s/ James E. Dionisio				
Daniel J. Churay				James E. Dionisio

/s/ Scott A. Hutchinson				/s/ Rory M. Isaac				
Scott A. Hutchinson				Rory M. Isaac

/s/ Gary A. Ittner				/s/ Elton R. Bond				
Gary A. Ittner					Elton R. Bond





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