UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): December
7, 2009
Helix
Energy Solutions Group, Inc.
(Exact name of
registrant as specified in its charter)
|
Minnesota
(State or
other jurisdiction
of
incorporation)
|
001-32936
(Commission
File Number)
|
95-3409686
(IRS Employer
Identification No.)
|
|
400
N. Sam Houston Parkway E., Suite 400
Houston,
Texas
(Address of
principal executive offices)
|
281-618-0400
(Registrant’s
telephone number, including area code)
|
77060
(Zip
Code)
|
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 (see General Instruction A.2. below):
|_| 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
5.05 Amendment to Registrant's Code of Ethics, or Waiver
of a Provision of the Code of
Ethics.
|
On December 7, 2009, Helix Energy
Solutions Group, Inc. (the "Company") amended its Code of Ethics for
Chief Executive Officer and Senior Financial Officers (the "Code"),
which applies to the Company's Chief Executive Officer, Chief
Financial Officer, Chief Accounting Officer or Controller and Vice
President-Internal Audit. The amendment added an express provision prohibiting
each applicable officer from trading on confidential non-public information that
becomes available to the officer as a result of his or her employment and
references the Company’s Insider
Trading Compliance Program and made various other changes to update
information or improve the readability and clarity of the
Code. The foregoing summary of the amendments to the Code does
not purport to be complete and is qualified in its entirety by reference to
the amended Code, which is filed as Exhibit 14.1 to this Current Report on
Form 8-K and is incorporated herein by reference. The amended Code will
also be posted as soon as practicable on the corporate governance
page of the Company's website at
www.HelixESG.com.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits.
Number Description
---------- --------------
|
14.1
|
Code of
Ethics for Chief Executive Officer and Senior Financial
Officers.
|
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 hereunto duly
authorized.
Date: December
8, 2009
HELIX ENERGY
SOLUTIONS GROUP, INC.
By: /s/
Anthony
Tripodo
Anthony
Tripodo
Executive Vice President
and
Chief Financial
Officer
Index
to Exhibits
Exhibit
No. Description
----------------------
-----------------------------------------
14.1 Code
of Ethics for Chief Executive Officer and Senior Financial Officers