Baker Hughes (BKR) Form 4 Change in insider ownership

SEC Form 4

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^*

GENERAL ELECTRIC CO

(Last) (First) (Middle)

41 FARNSWORTH STREET

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Baker Hughes a GE Co [ BHGE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2018

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
Class B Common Stock	11/16/2018		M		92,000,000	D	(1)	32,569,778	D
Class A Common Stock	11/16/2018		M		92,000,000	A	(1)	92,000,000	D
Class A Common Stock	11/16/2018		S		92,000,000	D	$22.4825	0	D
Class B Common Stock	11/16/2018		D		65,000,000	D	(2)	498,173,317	I	See footnote(4)
Class B Common Stock	11/19/2018		M		9,200,000	D	(3)	23,369,778	D
Class A Common Stock	11/19/2018		M		9,200,000	A	(3)	9,200,000	D
Class A Common Stock	11/19/2018		S		9,200,000	D	$22.3025	0	D

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
Common Unit	(1)	11/16/2018		M			92,000,000	(1)	(1)	Class A Common Stock	92,000,000	(5)	32,569,778	D
Common Unit	(2)	11/16/2018		D			65,000,000	(2)	(2)	Class A Common Stock	65,000,000	(5)	498,173,317	I	See footnote(4)
Common Unit	(3)	11/19/2018		M			9,200,000	(3)	(3)	Class A Common Stock	9,200,000	(5)	23,369,778	D

Explanation of Responses:

1. Each share of Class B Common Stock, together with a Common Unit of Baker Hughes, a GE company, LLC ("BHGE LLC") (collectively, a "Paired Interest"), is exchangeable for a share of Class A Common Stock. On November 16, 2018, GE completed the sale of 92,000,000 shares of Class A Common Stock (after the exchange of an equal number of Paired Interests into Class A Common Stock) in connection with a previously announced underwritten registered secondary offering of the Issuer's Class A Common Stock.

2. In connection with the previously announced repurchase agreement between the Reporting Person, BHGE LLC, and the Issuer, the Issuer has purchased for cash the Paired Interests reported as disposed of on these lines of this Form 4 and the price paid for each such Paired Interest was equal to $22.4825 for each Paired Interest.

3. On November 19, 2018, GE completed the sale of 9,200,000 shares of Class A Common Stock (after the exchange of an equal number of Paired Interests into Class A Common Stock) in connection with a previously announced underwritten registered secondary offering of the Issuer's Class A Common Stock.

4. The Reporting Person holds these securities through wholly-owned subsidiaries.

5. The Paired Interests were acquired by the Reporting Person in connection with the transactions described in the prospectus filed by the Issuer on May 30, 2017 pursuant to Rule 424(b)(3).

	/s/ Christoph A. Pereira, Authorized Signatory	11/19/2018
	** Signature of Reporting Person	Date
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