SEC Form 4 · accession 0001562180-18-005022
NATIONAL FUEL GAS CO · NFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald C Kraemer
Officer — Pres - Empire Pipeline
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 StockF1 | Dec 15, 2018 | M | 545 | — | A | 33,683 | D | |
| Common StockF2 | Dec 15, 2018 | F | 186 | $55.923 | D | 33,497 | D | |
| Common StockF1 | Dec 17, 2018 | M | 519 | — | A | 34,016 | D | |
| Common StockF3 | Dec 17, 2018 | F | 177 | $55.375 | D | 33,839 | D | |
| Common StockF4 | holding | — | — | — | 14,017 | I | 401K Trust | |
| Common StockF5 | holding | — | — | — | 3,657 | 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 UnitsF1,F6 | — | Dec 15, 2018 | M | 545 | D | — | — | Common Stock | 545 | 545 | D |
| Restricted Stock UnitsF1,F7 | — | Dec 17, 2018 | M | 519 | D | — | — | Common Stock | 519 | 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 186 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 177 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 1,635 restricted stock units, vesting as follows: 545 on December 15, 2017, 545 on December 15, 2018, and 545 on December 15, 2019.
- F7On December 17, 2015, the reporting person was granted 1,556 restricted stock units, vesting as follows: 518 on December 17, 2016, 519 on December 17, 2017, and 519 on December 17, 2018.