SEC Form 4 · accession 0001127602-15-004614
EVERSOURCE ENERGY · ES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J May
Officer — Chrmn of Bd, President & CEO · Other
Period of report
Feb 3, 2015
Accepted (ET)
Feb 5, 2015 · 6:22 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000072741
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares, $5.00 par valueF1,F2 | Feb 3, 2015 | A | 50,100 | $0.00 | A | 370,633 | D | |
| Common Shares, $5.00 par valueF3,F2 | Feb 4, 2015 | F | 14,361 | $55.80 | D | 356,272 | D | |
| Common Shares, $5.00 par valueF4 | holding | — | — | — | 65,794 | I | 401k Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom SharesF5 | — | holding | — | — | — | — | — | Common Shares, $5.00 par value | 884,423 | 884,423 | D |
Explanation of responses
- F1Grant of restricted share units (RSUs) which vests in three equal portions on February 3, 2016, 2017, and 2018. Restricted share units are distributable in Northeast Utilities common shares on a one-for-one basis. RSU holders are entitled to receive dividend equivalents, exempt from line item reporting under SEC Rule 16a-11, to the same extent dividends are paid on common shares.
- F2Includes restricted share units and dividend equivalents thereon.
- F3Shares withheld to satisfy tax withholding obligation.
- F4Shares held in trust under the Northeast Utilities Service Company 401k Plan, a qualified plan, according to information supplied by the Plan's record keeper.
- F5Reporting Person's deferred compensation under the Northeast Utilities Deferred Compensation Plan for Executives, a non-qualified deferred compensation plan, that is nominally invested as common shares. Each phantom share represents the right to receive the cash value of one NU common share upon a distribution event, following vesting. Additional phantom shares are issued upon the automatic reinvestment of dividend-equivalents exempt from line item reporting under SEC Rule 16a-11.