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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): February 24, 2005
Nabors Industries Ltd.
(Exact name of registrant as specified in its charter)
Bermuda 000-49887 980363970
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
2nd Fl. International Trading Centre
Warrens
PO Box 905E
St. Michael, Barbados
(Address of principal executive
offices) (zip code)
Registrant's telephone number, including area code: (246) 421-9471
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry Into a Material Definitive Agreement.
On February 24, 2005, the Compensation Committee of the Board of Directors of
Nabors Industries Ltd. (the "Company") granted restricted stock awards and
options to purchase the Company's common shares to certain of the Company's
named executive officers (as defined in Item 402(a)(3) of Regulation S-K), as
follows:
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Executive Officer Number of Restricted Shares Number of Option Shares
---------------------------------------- -------------------------------------- --------------------------------------
Eugene M. Isenberg* 100,000 350,000
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Anthony G. Petrello* 50,000 175,000
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Bruce P. Koch** 1,626 5,000
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Daniel McLachlin** 325 1,000
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* Restricted stock award shares vest in three equal installments beginning on
the first anniversary date of the grant. All options to purchase common
shares vest on June 1, 2005.
** Restricted stock award shares vest in four equal installments beginning on
the first anniversary date of the grant. All options to purchase common
shares vest on June 1, 2005.
The options to purchase the Company's common shares expire ten years from the
date of the grant, vest on the schedule set forth above (or, if earlier,
immediately prior to a change of control of the Company) and have an exercise
price of $57.65, the closing price of the Company's common shares on the
American Stock Exchange on the date of the grant. The restricted stock awards
and the options to purchase common shares are subject to the terms of the
various plans under which they were granted and the individual restricted stock
award and stock option agreements, forms of which are attached as Exhibits 10.01
through 10.04 and incorporated by reference herein. The Company intends to use
such forms of restricted stock award and stock option agreements from time to
time in connection with future awards to its named executive officers and others
under all equity compensation plans adopted and maintained by the Company.
Item 9.01 Financial Statements and Exhibits.
Exhibit 10.01 Form of Restricted Stock Award--Isenberg/Petrello
Exhibit 10.02 Form of Restricted Stock Award--Others
Exhibit 10.03 Form of Stock Option Agreement--Isenberg/Petrello
Exhibit 10.04 Form of Stock Option Agreement--Others
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NABORS INDUSTRIES LTD.
Date: March 2, 2005 By: /s/ Daniel McLachlin
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Daniel McLachlin
Vice President-Administration & Secretary
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Exhibit Index
Exhibit 10.01 Form of Restricted Stock Award--Isenberg/Petrello
Exhibit 10.02 Form of Restricted Stock Award--Others
Exhibit 10.03 Form of Stock Option Agreement--Isenberg/Petrello
Exhibit 10.04 Form of Stock Option Agreement--Others
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