SEC Form 4 · accession 0001562180-17-003731
NATIONAL FUEL GAS CO · NFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald J Tanski
Officer — President & CEO · Director
Period of report
Nov 30, 2017
Accepted (ET)
Dec 4, 2017 · 3:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000070145
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 30, 2017 | M | 15,000 | $47.37 | A | 329,721 | D | |
| Common StockF1 | Nov 30, 2017 | D | 12,081 | $58.82 | D | 317,640 | D | |
| Common Stock | Nov 30, 2017 | M | 75,000 | $29.88 | A | 392,640 | D | |
| Common StockF2 | Nov 30, 2017 | D | 38,100 | $58.82 | D | 354,540 | D | |
| Common StockF3 | holding | — | — | — | 24,271 | I | 401(k) Trust | |
| Common StockF4 | holding | — | — | — | 2,957 | I | ESOP Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Right | $47.37 | Nov 30, 2017 | M | 15,000 | D | Feb 20, 2009 | Feb 20, 2018 | Common Stock | 15,000 | 0 | D |
| Stock Appreciation Right | $29.88 | Nov 30, 2017 | M | 75,000 | D | Dec 22, 2009 | Dec 22, 2018 | Common Stock | 75,000 | 0 | D |
Explanation of responses
- F1On November 30, 2017, the reporting person exercised a stock appreciation right with respect to 15,000 shares of Common Stock of the Company. In connection with this exercise, the reporting person was deemed to have sold back to the Company shares of Common Stock of the Company having a value equal to the exercise price of the stock appreciation right. This deemed sale of 12,081 shares is shown on Table I as a disposition (Transaction Code "D" in column 4), although none of these shares were sold into the open market, as indicated by Transaction Code "D" in column 3.
- F2On November 30, 2017, the reporting person exercised a stock appreciation right with respect to 75,000 shares of Common Stock of the Company. In connection with this exercise, the reporting person was deemed to have sold back to the Company shares of Common Stock of the Company having a value equal to the exercise price of the stock appreciation right. This deemed sale of 38,100 shares is shown on Table I as a disposition (Transaction Code "D" in column 4), although none of these shares were sold into the open market, as indicated by Transaction Code "D" in column 3.
- F3The NFG stock fund under the NFG 401(k) plan is denominated in units, representing ownership interests in a fund that includes both NFG common stock and a reserve of cash. The information reported represents the dollar value of the reporting person's balance in the NFG stock fund as of November 30, 2017, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
- F4The NFG employee stock ownership plan is denominated in units, representing ownership interests in a fund that includes both NFG common stock and a reserve of cash. The information reported represents the dollar value of the reporting person's balance in the ESOP as of November 30, 2017, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.