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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 |
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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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (Right to Buy) | $ 30.68 | 09/14/2012 | M | 3,259 | 12/11/2009 | 12/11/2015 | Common Stock | 3,259 | $ 0 | 10,791 | D | ||||
Stock Options (Right to Buy) | $ 2.645 | 09/14/2012 | M | 10,640 | 12/10/2004 | 12/10/2013 | Common Stock | 10,640 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 17.745 | 09/14/2012 | M | 3,146 | 12/08/2006 | 12/08/2012 | Common Stock | 3,146 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 27.18 | 09/14/2012 | M | 13,001 | 12/13/2008 | 12/13/2014 | Common Stock | 13,001 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 20.335 | 09/14/2012 | M | 17,237 | 12/11/2007 | 12/11/2013 | Common Stock | 17,237 | $ 0 | 0 | D | ||||
Stock Options (Right to Buy) | $ 30.68 | 09/14/2012 | M | 10,791 | 12/11/2009 | 12/11/2015 | Common Stock | 10,791 | $ 0 | 0 | D | ||||
Phantom Stock | (3) | 09/14/2012 | J(4) | 27,701.9124 | (5) | (5) | Common Stock | 27,701.9124 | $ 35.0918 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Thaeler John D SUITE 125 2350 N. SAM HOUSTON PARKWAY EAST HOUSTON, TX 77032 |
Former Sr. Vice Pres. of Sub |
/s/ Melissa D. McCarty, Attorney-in-Fact for Mr. Thaeler | 09/18/2012 | |
**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) | This transaction was executed in multiple trades at prices ranging from $36.02 to $36.43. The price reported above in Column 4 reflects the weighted average sale price. The reporting person hereby undertakes to provide, upon written request, to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transactions were effected. |
(2) | Purchased through the Company's 401(k) Plan from December 8, 2011, thru June 12, 2012. The information in this report is based on a plan statement dated September 14, 2012. |
(3) | Each share of phantom stock currently held in the Southwestern Energy Company Nonqualified Retirement Plan (the "NQ Plan") represents the right to receive the economic equivalent of one share of Southwestern Energy Company common stock. |
(4) | Nonqualified Retirement Plan intra-plan transfer out of the Company stock fund and into a new investment fund. |
(5) | Shares of phantom stock are payable in cash following termination of the reporting person's employment with Southwestern Energy Company. The reporting person may transfer his phantom stock account into an alternative investment account at any time. |