SEC Form 4 · accession 0001209191-16-152251
InfraREIT, Inc. · HIFR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A Campbell
Officer — President & CEO · Director
Period of report
Nov 28, 2016
Accepted (ET)
Nov 29, 2016 · 8:40 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001506401
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| common stock, $0.01 par value per shareF1 | holding | — | — | — | 30,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| common unitsF2,F3,F1 | — | Nov 28, 2016 | J | 91,586 | A | — | — | common stock | 91,586 | 91,586 | D |
| common unitsF2,F1,F4 | — | holding | — | — | — | — | — | common stock | 102,646 | 102,646 | I |
Explanation of responses
- F1In the aggregate, Mr. Campbell beneficially owns 224,232 shares of common stock, consisting of the 30,000 shares of common stock shown in Table I and the aggregate 194,232 shares underlying the common units shown in Table II.
- F2Represents common units of InfraREIT Partners, LP ("InfraREIT Partners"). Pursuant to the Third Amended and Restated Agreement of Limited Partnership of InfraREIT Partners, common units are redeemable for cash or, at InfraREIT, Inc.'s election, shares of InfraREIT, Inc.'s common stock on a one-for-one basis. The right to redeem common units does not have an expiration date.
- F3Represents the receipt of a grant of common units of InfraREIT Partners by Mr. Campbell from Hunt Transmission Services, L.L.C., a subsidiary of Hunt Consolidated, Inc. ("HCI"), as incentive compensation. The common units are restricted and subject to vesting. The common units will vest one-fourth on January 31, 2018, one-fourth on January 31, 2019, one-fourth on January 31, 2020 and the balance of the common units will vest on January 31, 2021, subject to continual service by Mr. Campbell with HCI or an affiliate thereof on such dates.
- F4The 102,646 common units beneficially owned by Mr. Campbell are held by Electricity Participant Partnership, LLC, a subsidiary of HCI.