SEC Form 4 · accession 0001127602-17-007738
SOUTHWESTERN ENERGY CO · SWN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jennifer N. McCauley
Officer — SVP - Administration
Period of report
Jan 1, 2017
Accepted (ET)
Feb 22, 2017 · 4:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000007332
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 1, 2017 | J | 79 | $9.7864 | A | 20,678 | D | |
| Common Stock | Feb 20, 2017 | A | 1,916 | $8.68 | A | 22,594 | D | |
| Common Stock | Feb 20, 2017 | F | 626 | $8.68 | D | 21,968 | D | |
| Common StockF4 | Feb 21, 2017 | A | 16,430 | $0.00 | A | 38,398 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F4,F5 | $8.59 | Feb 21, 2017 | A | 36,290 | A | Feb 21, 2018 | Feb 21, 2024 | Common Stock | 36,290 | 36,290 | D |
Explanation of responses
- F1On December 12, 2016, the Issuer declared a quarterly dividend of $15.625 per share on its 6.25% Series B Mandatory Convertible Preferred Stock, payable on January 17, 2017, to holders of record on January 1, 2017. The dividend was paid in shares of common stock based on the Volume Weighted Average Price per share over the five consecutive trading day period ending on the second trading day immediately preceding the applicable dividend payment day, multiplied by 97%.
- F2February 20, 2017, distribution to reporting person of issuer's common stock pursuant to Performance Unit Award Agreement dated December 5, 2013.
- F3Represents net share settlement of common stock award to satisfy withholding taxes on February 20, 2017.
- F4Restricted stock and options granted in consideration of services as an officer.
- F5Options become exercisable in three equal installments beginning on the first anniversary of the grant date specified in Column 3 or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control.