SEC Form 4 · accession 0001562180-18-005021

NATIONAL FUEL GAS CO · NFG

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

Reporting owner

Donna L DeCarolis

Officer — VP Business Development

Period of report

Dec 15, 2018

Accepted (ET)

Dec 18, 2018 · 5:33 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^F1	Dec 15, 2018	M	328	—	A	55,641	D
Common Stock^F2	Dec 15, 2018	F	112	$55.923	D	55,529	D
Common Stock^F1	Dec 17, 2018	M	503	—	A	56,032	D
Common Stock^F3	Dec 17, 2018	F	171	$55.375	D	55,861	D
Common Stock^F4	holding	—	—		—	18,561	I	401K Trust
Common Stock^F5	holding	—	—		—	238	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
Restricted Stock Units^F1,F6	—	Dec 15, 2018	M	328	D	—	—	Common Stock	328	328	D
Restricted Stock Units^F1,F7	—	Dec 17, 2018	M	503	D	—	—	Common Stock	503	0	D

Explanation of responses

F1Restricted stock units convert into common stock on a one-for-one basis.
F2On December 15, 2018, the reporting person had 112 shares withheld and cancelled to cover minimum required tax withholdings due to the vesting of restricted stock units. These share cancellations are shown on Table I as dispositions (Transaction Code "D" in Column 4), although none of these cancelled shares were sold into the market, as indicated by Transaction Code "F" in Column 3.
F3On December 17, 2018, the reporting person had 171 shares withheld and cancelled to cover minimum required tax withholdings due to the vesting of performance shares. These share cancellations are shown on Table I as dispositions (Transaction Code "D" in Column 4), although none of these cancelled shares were sold into the market, as indicated by Transaction Code "F" in Column 3.
F4The 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 December 17, 2018, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
F5The 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 December 17, 2018, as reported by the plan administrator, divided by the closing price of NFG common stock on that date.
F6On December 15, 2016, the reporting person was granted 984 restricted stock units, vesting as follows: 328 on December 15, 2017, 328 on December 15, 2018, and 328 on December 15, 2019.
F7On December 17, 2015, the reporting person was granted 1,509 restricted stock units, vesting as follows: 503 on December 17, 2016, 503 on December 17, 2017, and 503 on December 17, 2018.