SEC Form 4 · accession 0001404409-16-000122

TECO ENERGY INC · TE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Sandra W. Callahan

Officer — Senior VP/CFO

Period of report

Jul 1, 2016

Accepted (ET)

Jul 5, 2016 · 4:25 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^F1	Jul 1, 2016	D	172,977	$27.55	D	0	D
Common Stock^F1	Jul 1, 2016	D	9,156	$27.55	D	0	I	By Savings Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F2	—	Jul 1, 2016	D	25,997	D	—	—	Common Stock	25,997	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 withholdings) $27.55 in cash per share (the "Per-Share Merger Consideration"). Pursuant to the Merger Agreement, with respect to performance-based awards, any performance goals and bonus multipliers were deemed achieved at the maximum level.
F2Reflects 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 were cancelled and converted into the right to receive (i) a pro-rated lump-sum cash payment based on the Per-Share Merger Consideration (paid as promptly as practicable following the effective date of the merger, less any applicable witholdings) and (ii) a cash service award subject to the same terms and conditions (including service-based vesting, but not performance-based vesting) applicable to the corresponding Restricted Stock Unit immediately prior to the effective date of the merger. Pursuant to the Merger Agreement, with respect to performance-based awards, any performance goals and bonus multipliers were deemed achieved at the maximum level.