Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Morant Mark
  2. Issuer Name and Ticker or Trading Symbol
EnergySolutions, Inc. [ES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Pres, Products and Technology
(Last)
(First)
(Middle)
423 WEST 300 SOUTH, SUITE 200
3. Date of Earliest Transaction (Month/Day/Year)
05/24/2013
(Street)

SALT LAKE CITY, UT 84101
4. If Amendment, Date 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
(City)
(State)
(Zip)
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
Common Stock 05/24/2013   D   109,319 D $ 4.15 (1) 0 D  
Common Stock 05/24/2013   D   24,666 (2) D $ 4.15 (3) 0 D  
Common Stock 05/24/2013   D   12,333 (4) D $ 4.15 (3) 0 D  
Common Stock 05/24/2013   D   16,157 (5) D $ 4.15 (3) 0 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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 of Derivative Security: 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
Performance Share Units (6) 05/24/2013   D     14,367   (6)   (6) Performance Share Units 14,367 $ 4.15 (7) 0 D  
Performance Share Units (8) 05/24/2013   D     18,000   (8)   (8) Performance Share Units 18,000 $ 4.15 (7) 0 D  
Phantom Performance Share Units (9) 05/24/2013   D     351,148 (10)   (9)   (9) Phantom Performance Share Units 351,148 (10) $ 4.15 (7) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Morant Mark
423 WEST 300 SOUTH
SUITE 200
SALT LAKE CITY, UT 84101
      Pres, Products and Technology  

Signatures

 /s/ Heidi Nakaishi, by power of attorney   05/24/2013
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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).
(1) Pursuant to the terms of the Agreement and Plan of Merger, dated as of January 7, 2013, as amended on April 5, 2013, by and among EnergySolutions, Inc., a Delaware corporation (the "Company"), Rockwell Holdco, Inc., a Delaware corporation, Rockwell Acquisition Corp., a Delaware corporation (the "Merger Agreement"; capitalized terms used but not defined herein have the meanings assigned to them in the Merger Agreement), at the Effective Time, each share of Company Common Stock held by the reporting person was cancelled and converted automatically into the right to receive $4.15 in cash.
(2) Shares vest ratably over three years beginning on March 1, 2013.
(3) Pursuant to the terms of the Merger Agreement, at the effective time of the Merger, each share of Company Restricted Stock held by the reporting person became fully vested (with the exception of Company Restricted Stock that is earned based on the achievement of performance goals, which instead became earned and vested in accordance with the terms of the applicable award agreement) and converted into the right to a cash payment with respect thereto equal to the product of (i) the total number of shares of Company Restricted Stock outstanding immediately prior to the Effective Time and (ii) $4.15, less any required withholding Taxes.
(4) Shares vest ratably over three years beginning on March 1, 2012.
(5) Shares vest ratably over three years beginning on September 21, 2011.
(6) These shares were acquired pursuant to a performance share unit agreement dated as of April 18, 2011 by and between the Company and the reporting person. Pursuant to that agreement, each performance share unit represents a contingent right to receive one share of Company Common Stock. The performance share units vest upon the Company achieving a certain three year cumulative earnings target.
(7) Pursuant to the terms of the Merger Agreement, at the Effective Time, each of the Company Performance Share Units and Company Phantom Share Awards held by the reporting person became fully vested (with the exception of Company Performance Share Units and Company Phantom Share Awards that are earned based on the achievement of performance goals, which instead became earned and vested in accordance with the terms of the applicable award agreements) and converted into the right to receive a cash payment with respect thereto equal to the product of (i) the total number of shares of Company Common Stock subject to such Company Performance Share Unit award or Company Phantom Share Award, respectively, and (ii) $4.15, less any required withholding Taxes.
(8) These shares were acquired pursuant to a performance share unit agreement dated as of February 29, 2012 by and between the Company and the reporting person. Pursuant to that agreement, each performance share unit represents a contingent right to receive one share of Company Common Stock. The performance share units vest upon the Company achieving a certain three year cumulative earnings target.
(9) Under an award agreement between Mr. Morant and the Company, under the Company's Executive Bonus Plan, the Company granted Mr. Morant on June 15, 2012 a phantom performance share unit award, subject to full payment over six years based on four-year performance criteria, absent a qualifying termination of employment. In general, no amounts are payable under the award agreement unless certain performance criteria are met. The awards are payable in cash. Mr. Morant's target award is 339,140 phantom performance share units and his maximum award is 401,405 phantom performance share units.
(10) The 351,148 phantom performance share units will be paid in cash to the reporting person according to the following schedule: (i) one third of the phantom performance share units will be paid out at the Effective Time, (ii) one third of the phantom performance share units will be paid out on the first anniversary of the Effective Time and (iii) the remaining one third of the phantom performance share units will be paid out on the second anniversary of the Effective Time.

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