SEC Form 4 · accession 0001127602-15-016188
VECTREN CORP · VVC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Martin C Jischke
Director
Period of report
May 1, 2015
Accepted (ET)
May 5, 2015 · 12:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001096385
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF1 | $0.00 | May 1, 2015 | M | 1,857 | D | — | — | Common Stock | 1,857 | 0 | D |
| Phantom StockF3 | $0.00 | May 1, 2015 | A | 1,857 | A | — | — | Common Stock | 1,857 | 13,857 | D |
Explanation of responses
- F1The stock unit award was granted pursuant to the Vectren Corporation At Risk Compensation Plan ("Plan") and is subject to all of the terms, provisions and conditions of the Plan. The lifting of restrictions and forfeitability provisions are dependent upon continued service by the board member until May 1, 2015. Upon lifting of restrictions, grantee shall be paid for each stock unit award, in cash, the fair market value of one share of common stock on the date restrictions lapse, provided grantee is in compliance with the share ownership guidelines established by the board of directors. If grantee is not in compliance with the share ownership guidelines, the value of each stock unit award shall be paid in unrestricted Vectren common stock. The board of directors approved the acquisition in accordance with Rule 16b-3.
- F2The reporting person elected to defer the stock unit award to the phantom stock account of the Vectren Corporation Nonqualified Deferred Compensation Plan.
- F3Phantom stock units held under the non-qualified deferred compensation plan will effectively be exercised at the time amounts represented by those units are paid out under the Plan. Generally, unless provided otherwise by the participant, the payout begins with the end of the board member's service as a member of the board. Pursuant to the non-qualified deferred compensation plan, payouts can occur for up to 15 years. Amounts held in the phantom stock accounts would be amortized over that period unless directed otherwise by the participant.