SEC Form 4 · accession 0001404409-16-000117
TECO ENERGY INC · TE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thompson L Rankin
Director
Period of report
Jul 1, 2016
Accepted (ET)
Jul 5, 2016 · 4:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000350563
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 31, 2016 | G | 1,637 | $0.00 | D | 567,631 | D | |
| Common Stock | Jun 20, 2016 | G | 3,473 | $0.00 | D | 564,158 | D | |
| Common Stock | Jun 27, 2016 | G | 76 | $0.00 | D | 564,082 | D | |
| Common StockF1 | Jul 1, 2016 | D | 564,082 | $27.55 | D | 0 | D | |
| Common StockF1 | Jul 1, 2016 | D | 96,091 | $27.55 | D | 0 | I | By CH Rankin Grantor Trust |
| Common StockF1 | Jul 1, 2016 | D | 67,979 | $27.55 | D | 0 | I | By TL Rankin Jr. Grantor Trust |
| Common StockF2,F1 | Jul 1, 2016 | D | 1,343 | $27.55 | D | 0 | I | By Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock UnitsF3 | — | Jul 1, 2016 | D | 62,430 | D | — | — | Common Stock | 62,430 | 0 | D |
| Restricted Stock UnitsF4 | — | Jul 1, 2016 | D | 2,885 | D | — | — | Common Stock | 2,885 | 0 | D |
Explanation of responses
- F1Reflects the disposition of shares and restricted shares pursuant to the Agreement and Plan of Merger by and among TECO Energy, Inc., Emera Inc. and Emera US Inc. (the "Merger Agreement"). Pursuant to the Merger Agreement, as of the effective date of the merger (July 1, 2016), the outstanding shares of TECO common stock were cancelled and converted automatically into the right to receive (without interest, and less any applicable holdings) $27.55 in cash per share (the "Per-Share Merger Consideration".)
- F2The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3Reflects the disposition of Phantom Stock Units under the Directors' Deferred Compensation Plan. Pursuant to the Merger Agreement, as of the effective date of the merger, the Phantom Stock Units were converted into an amount of cash equal to the Per-Share Merger Consideration.
- F4Reflects the disposition of Restricted Stock Units pursuant to the Merger Agreement. Pursuant to the Merger Agreement, as of the effective date of the merger, the Restricted Stock Units vested and were cancelled and converted into the right to receive a lump-sum cash payment (paid as promptly as practicable following the effective date of the merger) equal to the Per-Share Merger Consideration (plus any accrued dividends).