|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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 |
|
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 | ||||||||
Stock Options (Right to Buy) | $ 36.87 | 12/08/2011(5) | A | 4,450 | 12/08/2012(6) | 12/08/2018 | Common Stock | 4,450 | $ 0 | 4,450 | D | ||||
Stock Options (Right to Buy) | $ 1.435 | 12/11/2003 | 12/11/2012 | Common Stock | 690,192 | 690,192 | I | By 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 2.645 | 12/10/2004 | 12/10/2013 | Common Stock | 451,598 | 451,598 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 17.745 | 12/08/2006 | 12/08/2012 | Common Stock | 116,285 | 116,285 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 20.335 | 12/11/2007 | 12/11/2013 | Common Stock | 117,083 | 117,083 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 27.18 | 12/13/2008 | 12/13/2014 | Common Stock | 75,301 | 75,301 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 30.68 | 12/11/2009 | 12/11/2015 | Common Stock | 93,790 | 93,790 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 40.73 | 12/10/2010 | 12/10/2016 | Common Stock | 3,960 | 3,960 | I | by 2011 Family Limited Partnership (Peacetyme) | |||||||
Stock Options (Right to Buy) | $ 36.22 | 12/09/2011 | 12/09/2017 | Common Stock | 4,550 | 4,550 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KORELL HAROLD M SUITE 125 2350 N. SAM HOUSTON PARKWAY EAST HOUSTON, TX 77032 |
X |
/s/ Melissa D. McCarty, Attorney-in-Fact for Mr. Korell | 12/12/2011 | |
**Signature of Reporting Person | Date |
* | 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) | On November 8, 2011, 19,454 shares of stock were transferred out of the Family Limited Partnership ("FLP") into individual Grantor Retained Annuity Trust ("GRAT") accounts for the reporting person (the "HMK GRAT") and his wife (the "PMK GRAT"). Each of the individual GRAT account contains 9,727 shares of stock. The reporting person is the Trustee for the GRAT accounts, and has indirect beneficial ownership of the stock. |
(2) | On November 9, 2011, the reporting person transferred 516,920 shares of Southwestern Energy Company stock into a Family Limited Partnership (the "2011 FLP Peacetyme"). The reporting person controls the general partner of the 2011 FLP Peacetyme and therefore, has indirect beneficial ownership of the transferred shares. |
(3) | On November 11, 2011, 9,272 shares of stock held in the Grantor Retained Annuity Trust ("GRAT") for the reporting person (the "HMK GRAT") and 9,727 shares of stock held in the GRAT account for his spouse (the "PMK GRAT") were transferred out of the respective GRAT accounts and registered in the name of the reporting person and his spouse. Therefore, the reporting person now has direct beneficial ownership of the stock. |
(4) | On December 5, 2011, the reporting person transferred 516,920 shares of Southwestern Energy Company stock into a Family Limited Partnership (the "2011 FLP Keepsake"). The reporting person controls the general partner of the 2011 FLP Keepsake and therefore, has indirect beneficial ownership of the transferred shares. |
(5) | Restricted stock and nonqualified stock options granted in consideration of services as a director. |
(6) | Nonqualified stock options become exercisable in three equal installments beginning on the first anniversary of the grant date specified in Column 3 or immediately upon death, disability, retirement at age 65, or a change in control. |