SEC Form 4 · accession 0001562180-19-001834
TXNM ENERGY INC · TXNM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald N. Darnell
Officer — SVP, PUBLIC POLICY
Period of report
Mar 5, 2019
Accepted (ET)
Mar 8, 2019 · 5:54 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 5, 2019 | S | 5,000 | $44.66 | D | 22,046 | D | |
| Common StockF1 | Mar 7, 2019 | M | 589 | — | A | 22,635 | D | |
| Common StockF2 | Mar 7, 2019 | F | 190 | $44.94 | D | 22,445 | D | |
| Common StockF1 | Mar 7, 2019 | M | 531 | — | A | 22,976 | D | |
| Common StockF2 | Mar 7, 2019 | F | 172 | $44.94 | D | 22,804 | D | |
| Common StockF1 | Mar 7, 2019 | M | 573 | — | A | 23,377 | D | |
| Common StockF2 | Mar 7, 2019 | F | 185 | $44.94 | D | 23,192 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock RightsF3,F4 | — | Mar 7, 2019 | M | 589 | D | — | — | Common Stock | 589 | 4,213 | D |
| Restricted Stock RightsF3,F4 | — | Mar 7, 2019 | M | 531 | D | — | — | Common Stock | 531 | 3,682 | D |
| Restricted Stock RightsF3,F4 | — | Mar 7, 2019 | M | 573 | D | — | — | Common Stock | 573 | 3,109 | D |
Explanation of responses
- F1Represents the portions of previous awards of restricted stock rights that vested effective as of March 7, 2019.
- F2Represents shares withheld by PNM Resources, Inc. to satisfy the tax withholding obligations arising in connection with the settlement of equity awards. The company utilizes a modified "share withholding" approach in connection with settling equity awards, in which it (i) withholds (in cash) an amount to satisfy 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 equity awards at the prevailing market price. Only these "net shares" are delivered to the recipient of the equity awards.
- F3Each restricted stock right represents a contingent right to receive one share of PNM Resources, Inc. common stock.
- F4The 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).