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Securities and Exchange Commission
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 14)
NABORS INDUSTRIES, INC.
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(Name of issuer)
Common Stock, par value $.10 per share
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(Title of class of securities)
629568106
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(CUSIP number)
Howard Berkower, Esq., Baker & McKenzie
805 Third Avenue, New York, New York 10022
(212) 751-5700
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(Name, address and telephone number of person
authorized to receive notices and communications)
October 23, 1996
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(Date of event which requires
filing of this statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box. [ ]
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
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CUSIP No. 629568106 13D Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON Eugene M. Isenberg
S.S. OR I.R.S. ID NO. OF ABOVE PERSON ###-##-####
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2 CHECK THE APPROPRIATE BOX IF A MEMBER (a) / /
OF A GROUP (B) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL / /
PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION USA
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NUMBER OF 7 SOLE VOTING POWER 7,256,349
SHARES
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BENEFICIALLY 8 SHARED VOTING POWER 0
OWNED
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BY EACH 9 SOLE DISPOSITIVE POWER 7,256,349
REPORTING
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PERSON 10 SHARED DISPOSITIVE POWER 0
WITH
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED 7,256,349
BY EACH REPORTING PERSON
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW X
(11) EXCLUDES CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY 8.36%
AMOUNT IN ROW (11)
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14 TYPE OF REPORTING PERSON IN
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Page 2 of 6 pages
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The undersigned, EUGENE M. ISENBERG (the "Registrant"), hereby amends
his schedule 13D with regard to the common stock, $.10 par value per share
("Shares"), of NABORS INDUSTRIES, INC. (the"Issuer") as follows:
Item 5: Interest in Securities of the Issuer
Item 5(a) is hereby amended by the addition of the following:
As of the close of business on October 23, 1996, Registrant
beneficially owns 7,256,349 Shares comprised of (i) 1,893,349 Shares; and (ii)
currently exercisable options to purchase an aggregate of 5,363,000 Shares at
exercise prices ranging from $0.75 per Share to $16.75 per Share. These
securities are held directly by the Registrant and indirectly through certain
trusts, defined benefit plans and Individual Retirement Accounts of which the
Registrant is a grantor, trustee, or beneficiary.
Registrant specifically disclaims beneficial ownership of an aggregate
of 372,596 Shares beneficially owned directly or indirectly by his spouse which
have been excluded from the Shares listed above.
Registrant's beneficial ownership, excluding the 372,596 Shares
beneficially owned directly or indirectly by his spouse of which Registrant
disclaims beneficial ownership, constitutes approximately 8.36% of the
outstanding Shares of the company.
Item 5(c) is hereby amended by the addition of the following:
The following represents all of the transactions in
the Shares by the Registrant in the past 60 days:
Page 3 of 6 pages
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On October 18, 1996, options to purchase 720,000 Shares at a price per
Share of $5.00 were exercised. On October 18, 1996, 720,000 Shares were sold
on the open market at a price per Share of $16.875. On October 18, 1996,
options to purchase 720,000 Shares at a price per Share of $16.75 were granted
pursuant to an employee benefit plan approved by the stockholders.
On October 23, 1996, options to purchase 297,000 Shares at a price per
Share of $5.00 were exercised. On October 23, 1996, 297,000 Shares were sold on
the open market for a price per Share of $16.25. On October 23, 1996, options
to purchase 297,000 Shares at a price per Share of $16.00 were granted pursuant
to an employee benefit plan approved by the stockholders. On October 23, 1996,
options to purchase 3,000 Shares at a price per Share of $5.00 were transferred
to another employee of the Issuer.
In addition to the above transactions, the following transactions have
occurred since the filing of the last Schedule 13D Amendment:
On January 4, 1995, options to purchase 450,000 Shares granted
pursuant to the Issuer's stockholder approved 1991 Stock Option Plan had
vested. These options are exercisable at $5.00 per Share.
On January 6, 1995 25,000 Shares were granted pursuant to the Issuer's
stockholder approved 1992 Incentive Stock Grant Plan had vested.
Options to purchase an aggregate amount of 425,000 Shares were granted
on December 20, 1993 pursuant to the Issuer's stockholder approved 1993 Key
Employee Stock Plan. These options are exercisable at $6.25 per Share and were
fully vested on September 21, 1995.
Options to purchase an aggregate of 1,800,000 Shares at a price per
Share of $6.375 were granted. These options were fully vested on February 5,
1996.
Page 4 of 6 pages
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On December 4, 1995, options to purchase 1,000,000 Shares at a price
per Share of $9.5625 were granted pursuant to stockholder approved employee
benefit plans. These options were fully vested by April 10, 1996.
On December 26, 1995 19,000 Shares were gifted to charitable institutions.
Page 5 of 6 pages
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SIGNATURES
After reasonable inquiry and to the best of the knowledge and
belief of the undersigned, the undersigned hereby certifies that the
information set forth in this Amendment to Schedule 13D concerning the Common
Stock of Nabors Industries, Inc. is true, complete and correct.
Date: November 13, 1996
/s/ Eguene M. Isenberg
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Eguene M. Isenberg
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