SEC Form 4 · accession 0001140361-17-002051
NORTHWEST NATURAL GAS CO · NWN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Hugo Anderson
Officer — President & CEO · Director
Period of report
Jan 12, 2017
Accepted (ET)
Jan 17, 2017 · 5:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000073020
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 12, 2017 | J | 2,144 | $0.00 | D | 6,884 | I | See Footnote |
| Common StockF1 | Jan 12, 2017 | J | 2,144 | $0.00 | A | 58,462 | D | |
| Common StockF3,F2 | Jan 12, 2017 | S | 0 | $60.55 | D | 6,883 | I | See Footnote |
| Common StockF4,F5,F2 | Jan 12, 2017 | S | 1,181 | $58.0681 | D | 5,702 | I | See Footnote |
| Common StockF6 | holding | — | — | — | 941 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Shares were distributed from Deferred Compensation Plan for Directors and Executives (DCP) account to reporting person's registered account pursuant to reporting person's election on March 23, 2012.
- F2Reflects shares that have been credited to reporting person's account under the issuer's DCP.
- F3This fractional share was distributed in connection with the Reporting Person's election on March 23, 2012 to participate in the issuer's DCP. Distribution of fractional share was made in cash based on the closing market value on January 4, 2017.
- F4These shares were issued in connection with the Reporting Person's election on March 23, 2012 to participate in the issuer's DCP, which specifies that taxes shall be withheld from distributions. Pursuant to the DCP and the Reporting Person's election on March 23, 2012, these shares were sold to pay taxes on the DCP distribution made on January 12, 2017.
- F5This transaction was executed in aggregate along with stock sales of other DCP participants who received DCP stock distributions on January 12, 2017 and elected that taxes be withheld (The Transaction). The Transaction was executed in multiple trades on reported date with prices ranging from $58 - $58.15, resulting in an average price of $58.0681. Northwest Natural Gas Company will provide upon request by the Commission staff or a security holder of the Issuer full information regarding the number of shares sold at each separate price in the Transaction.
- F6Shares have been credited to reporting person's account under the issuer's Retirement K Savings Plan as of December 31, 2016.