Omega Protein Corporation
OMEGA PROTEIN CORP (Form: 3, Received: 06/30/2017 16:39:45)
FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Clark Celeste A.

2. Date of Event Requiring Statement (MM/DD/YYYY)
6/29/2017 

3. Issuer Name and Ticker or Trading Symbol

OMEGA PROTEIN CORP [OME]

(Last)        (First)        (Middle)

2105 CITYWEST BLVD., SUITE 500

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

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

(Street)

HOUSTON, TX 77042       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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   (1) 3374   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: 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

Explanation of Responses:
(1)  3,374 Shares - Restricted Stock Award Grant under 2015 Long Term Incentive Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Clark Celeste A.
2105 CITYWEST BLVD.
SUITE 500
HOUSTON, TX 77042
X



Signatures
Celeste A. Clark, by John D. Held, Attorney-in-Fact 6/30/2017
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY


      WHEREAS, the undersigned may be required to make filings with the
Securities and Exchange Commission (the "Commission") under Section 16 of the
Securities Exchange Act of 1934, as amended (the "Act"), and the rules and
regulations of the Commission promulgated thereunder, relating to his equity
ownership in Omega Protein Corporation (the "Company");

      NOW, THEREFORE, the undersigned, in his capacity as a proposed director of
the Company, does hereby appoint John D. Held, Bret D. Scholtes and Andrew C.
Johannesen, and each of them severally, as his true and lawful attorney or
attorneys-in-fact with full power of substitution and resubstitution, to execute
in his name, place and stead, Forms 3, 4 or 5 and other similar Forms, as may be
required or necessary or desirable under Section 16 of the Act, and any and all
documents necessary or incidental in connection therewith, including without
limitation any amendments thereto, and to file the same with the Commission and
any applicable stock exchange or other applicable regulatory authority.  Each of
said attorneys-in-fact shall have full power and authority to do and perform in
the name and on behalf of the undersigned in any and all capacities, every act
whatsoever necessary or desirable to be done in the premises as fully and to all
intents and purposes as the undersigned might or could do in person,

the undersigned hereby ratifying and confirming the acts that said
attorneys-in-fact and each of them, or their or his substitutes or substitute,
may lawfully do or cause to be done by virtue hereof.

        The above authorization shall remain in effect until revoked by a later dated
written revocation.

      IN WITNESS WHEREOF, the undersigned has executed this power of attorney as
of the 29th day of June, 2017.


/s/ Celeste A. Clark
CELESTE A. CLARK