SEC Form 4 · accession 0001127602-17-032252
EQT Corp · EQT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert F Vagt
Director
Period of report
Nov 13, 2017
Accepted (ET)
Nov 15, 2017 · 5:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000033213
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 13, 2017 | A | 18,289 | — | A | 18,289 | 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 UnitsF2,F3 | — | Nov 13, 2017 | A | 5,641 | A | May 31, 2018 | May 31, 2018 | Common Stock | 5,641 | 5,641 | D |
| Deferred Compensation-Phantom UnitsF4,F5 | — | Nov 13, 2017 | A | 380 | A | — | — | Common Stock | 380 | 380 | D |
Explanation of responses
- F1On November 13, 2017, pursuant to the Agreement and Plan of Merger dated as of June 19, 2017 (the "Merger Agreement"), by and among Rice Energy Inc. ("Rice"), EQT Corporation (the "Company") and Eagle Merger Sub I, Inc. ("Merger Sub"), Merger Sub merged with and into Rice (the "Merger"), with Rice continuing as the surviving entity and as a wholly owned indirect subsidiary of the Company. Pursuant to the Merger Agreement, each share of Rice common stock issued and outstanding converted into the right to receive: (A) 0.37 shares of Company common stock, and (B) $5.30 in cash, without interest (the "Merger Exchange"). As a result of the Merger Exchange, the Reporting Person received the Company common stock reported on Table I in exchange for 49,431 shares of Rice common stock.
- F2Restricted stock unit award, received in exchange for the conversion of the Reporting Person's unvested Rice director restricted stock unit award in connection with the closing of the Merger, which vests May 31, 2018 provided that the recipient continues to serve as a director of the Company on such date.
- F3Each restricted stock unit is the economic equivalent of one share of the Company's common stock.
- F4Each phantom unit is the economic equivalent of one share of common stock.
- F5Award represents compensation that is deferred until retirement.