SEC Form 4 · accession 0001562180-16-001910

TXNM ENERGY INC · TXNM

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

Reporting owner

Joseph Don Tarry

Officer — VP and Corporate Controller

Period of report

Mar 2, 2016

Accepted (ET)

Mar 4, 2016 · 12:24 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001108426

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1	Mar 2, 2016	A	2,628	—	A	13,500	D
Common Stock^F2	Mar 2, 2016	F	843	$32.07	D	12,657	D
Common Stock	Mar 2, 2016	M	4,200	$30.50	A	16,857	D
Common Stock	Mar 2, 2016	S	4,200	$31.91	D	12,657	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options^F3,F4,F5	—	Mar 2, 2016	M	4,200	D	—	—	Common Stock	4,200	0	D
Restricted Stock Rights^F6,F7	—	Mar 2, 2016	A	1,178	A	—	—	Common Stock	1,178	3,684	D

Explanation of responses

F1The performance shares were earned as of December 31, 2015 for the 2013-2015 performance period, as determined effective February 25, 2016.
F2Represents shares withheld by PNM Resources, Inc. to satisfy the tax withholding obligations arising in connection with the settlement of the performance share award described in (1) above. The company utilizes a modified "share withholding" approach in connection with settling awards of performance shares, in which it (i) withholds (in cash) the amount required to satisfy the tax withholding obligations and remits such amount to the relevant tax authorities, and (ii) directs a designated broker to purchase on the open market the number of shares of the company's common stock that can be acquired with the after-tax value of the performance share award at the prevailing market price. Only these "net shares" are delivered to the recipient of the performance share award.
F3Based on the closing price on the date of the grant.
F4The options vest in three equal annual installments from grant date.
F5The options expire 10 years from grant date.
F6Each restricted stock right represents a contingent right to receive one share of PNM Resources, Inc. common stock.
F7The restricted stock units vest in three equal annual installments. Vested shares will be delivered to the reporting person on the applicable vesting dates (or, if the company is in a blackout period under its insider trading policy on any vesting date, at a later date after such blackout period ends).