Nicholas M Grindstaff Form 3 Orbital Energy / NICHOLAS M GRINDSTAFF ownership change

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

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1. Name and Address of Reporting Person^*

GRINDSTAFF NICHOLAS M

(Last) (First) (Middle)

1924 ALDINE WESTERN

(Street)

HOUSTON TX 77038

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/15/2021

3. Issuer Name and Ticker or Trading Symbol
Orbital Energy Group, Inc. [ OEG ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Financial Officer

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	8,000	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)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted stock units	11/15/2021	(1)	Common Stock	141,946(2)	(3)	D

Explanation of Responses:

1. RSUs were issued as part of employment agreement and were immediately vested and exercisable.

2. 238,619 fully vested RSUs were granted at $2.54 as part of Mr. Grindstaff's employment agreement. Of these RSUs, 96,673 were withheld to pay the withholding tax on the grant.

3. RSUs are convertible to common shares on a one-to-one basis.

	/s/ Nicholas M. Grindstaff	11/23/2021
	** 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 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).
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