SEC Form 4 · accession 0001209191-16-130995
AGL RESOURCES INC · GAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elizabeth W. Reese
Officer — EVP and CFO
Period of report
Jul 1, 2016
Accepted (ET)
Jul 5, 2016 · 4:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001004155
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 1, 2016 | M | 3,324 | — | A | 7,775 | D | |
| Common Stock | Jul 1, 2016 | F | 1,593 | $66.00 | D | 6,182 | D | |
| Common StockF3,F2 | Jul 1, 2016 | M | 3,569 | — | A | 9,752 | D | |
| Common Stock | Jul 1, 2016 | F | 1,710 | $66.00 | D | 8,042 | D | |
| Common StockF4,F5 | Jul 1, 2016 | D | 8,042 | — | D | 0 | D | |
| Common StockF6 | Jul 1, 2016 | D | 23 | — | D | 0 | I | By 401(k) Plan |
| Common StockF6 | Jul 1, 2016 | D | 11,823 | — | D | 0 | I | By Non-Qualified Savings Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares were issued pursuant to the vesting of performance-based restricted stock units (for which the value of the performance right is not tied solely to the value of an equity security of the Issuer) ("Restricted Stock Units") in accordance with the Agreement and Plan of Merger, dated as of August 23, 2015 (the "Merger Agreement") by and among AGL Resources Inc., The Southern Company and AMS Corp.
- F2Restricted Stock Units and restricted stock convert into common stock on a one-for-one basis in accordance with the Merger Agreement.
- F3These shares were issued pursuant to the vesting of restricted stock in accordance with the Merger Agreement.
- F4Includes 0.412 shares allocated to the reporting person's account on June 1, 2016 pursuant to a dividend reinvestment feature of the AGL Resources Inc. Direct Stock Purchase and Dividend Reinvestment Plan. Also includes 5.37 shares allocated to the reporting person's account on June 1, 2016 under the AGL Resources Inc. Employee Stock Purchase Plan.
- F5Disposed of pursuant to the Merger Agreement in exchange for $66.00 in cash for each share of AGL Resources Inc. common stock held immediately prior to the Effective Time of the merger, as defined in the Merger Agreement.
- F6Information as of statement dated March 31, 2016. Disposed of pursuant to the Merger Agreement in exchange for $66.00 in cash for each share of AGL Resources Inc. common stock held immediately prior to the Effective Time of the merger, as defined in the Merger Agreement.