SEC Form 4 · accession 0000899243-17-005751
Spectra Energy Corp. · SE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Laura Buss Sayavedra
Officer — Vice President and Treasurer
Period of report
Feb 27, 2017
Accepted (ET)
Mar 1, 2017 · 1:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001373835
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 27, 2017 | D | 12,011 | — | D | 0 | D | |
| Common StockF2 | Feb 27, 2017 | D | 5,136 | — | D | 0 | I | Retirement Savings Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Shares Feb 2015F2,F3 | — | Feb 27, 2017 | D | 3,200 | D | — | — | Common Stock | 3,200 | 0 | D |
| Performance Shares Feb 2016F3,F4 | — | Feb 27, 2017 | D | 3,450 | D | — | — | Common Stock | 3,450 | 0 | D |
| LTIP Phantom Stock Grant Feb 2015F4,F5 | — | Feb 27, 2017 | D | 2,000 | D | — | — | Common Stock | 2,000 | 0 | D |
| LTIP Phantom Stock Grant Feb 2016F4,F5 | — | Feb 27, 2017 | D | 1,650 | D | — | — | Common Stock | 1,650 | 0 | D |
| LTIP Phantom Stock Grant Feb 2016F4,F5 | — | Feb 27, 2017 | D | 1,650 | D | — | — | Common Stock | 1,650 | 0 | D |
| LTIP Phantom Stock Grant Feb 2017F4,F5 | — | Feb 27, 2017 | D | 2,125 | D | — | — | Common Stock | 2,125 | 0 | D |
| LTIP Phantom Stock Grant Feb 2017F4,F5 | — | Feb 27, 2017 | D | 2,125 | D | — | — | Common Stock | 2,125 | 0 | D |
Explanation of responses
- F1Includes shares acquired pursuant to dividend reinvestment.
- F2At the effective time of the Merger, each issued and outstanding share of the common stock of the Issuer was converted into the right to receive 0.984 of an Enbridge common share, with cash paid in lieu of fractional shares, in accordance with the Merger Agreement (the "Merger Consideration").
- F3At the effective time, each performance stock unit granted in 2014 or 2015 vested (with performance deemed satisfied (1) at 100% in the case of awards granted in 2014, and (2) based on actual performance through the effective time, in the case of awards granted in 2015) and was cancelled and converted into the right to receive the Merger Consideration in respect of each share of common stock of the Issuer underlying such award.
- F4Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding Post-2015 performance based unit of the Issuer were assumed by Enbridge and automatically converted into a corresponding equity incentive award with respect to Enbridge common shares in accordance with the Merger Agreement.
- F5At the effective time of the Merger, each outstanding phantom unit denominated in the common stock of the Issuer was automatically adjusted to represent a phantom unit, on the same terms and conditions as were applicable immediately prior to the effective time of the Merger, denominated in a number of Enbridge common shares in accordance with the Merger Agreement.
Remarks
This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 5, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on September 6, 2016, and by which the Issuer became a wholly owned subsidiary (the "Merger") of Enbridge Inc ("Enbridge") on February 27, 2017 (the "effective time").