SEC Form 4 · accession 0001562180-19-000624

VECTREN CORP · VVC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Feb 1, 2019

Accepted (ET)

Feb 1, 2019 · 9:23 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001096385

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 1, 2019	M	126	—	A	126	D
Common Stock^F2	Feb 1, 2019	D	126	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Phantom Stock^F3	$0.00	Feb 1, 2019	D	47,805	D	—	—	Common Stock	47,805	0	D
Phantom Stock^F1	$0.00	Feb 1, 2019	M	126	D	—	—	Common Stock	126	0	D

F1Pursuant to the Agreement and Plan of Merger by and among Vectren Corporation, CenterPoint Energy, Inc., and Pacer Merger Sub, Inc. dated April 21, 2018 (the 'Merger Agreement'), represents stock units granted effective January 1, 2019 subject to one-year time vesting, which have been pro-rated through the Effective Time. Each stock unit was cancelled and converted into the right to receive $72.00 in cash at the Effective Time. The time when Pacer Merger Sub, Inc. effectively merged with and into Vectren Corporation is referred to as the 'Effective Time.'
F2Represents the cancellation and conversion of the stock units noted in footnote (1) into the right to receive $72.00 in cash at the Effective Time pursuant to the terms of the Merger Agreement.
F3Represents phantom stock units held in a book-entry under the non-qualified deferred compensation plan. Each phantom stock unit was deemed to be cancelled and converted into the right to receive $72.00 in cash at the Effective Time pursuant to the terms of the Merger Agreement.