SEC Form 4 · accession 0001127602-19-009016
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
Feb 26, 2019
Accepted (ET)
Feb 28, 2019 · 6:23 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 StockF1 | Feb 27, 2019 | M | 18,360 | $0.00 | A | 54,807 | D | |
| Common Stock | Feb 27, 2019 | D | 18,360 | $4.29 | D | 36,447 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F2 | $0.00 | Feb 27, 2019 | M | 18,360 | D | — | — | Common Stock | 18,360 | 55,080 | D |
| Restricted Stock UnitF3,F4 | — | Feb 26, 2019 | A | 72,740 | A | — | — | Common Stock | 72,740 | 72,740 | D |
Explanation of responses
- F1Each Restricted Stock Unit ("RSU") has the economic equivalent of one share of Southwestern Energy Company ("SWN") common stock. The RSUs vesting on February 27, 2019 were settled in cash based on the closing price of SWN common stock on the vesting date.
- F2On February 27, 2018, the reporting person was granted 73,440 RSUs, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Vesting RSUs will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.
- F3Each RSU represents a contingent right to receive one share of SWN common stock or an amount in cash equal to the Fair Market Value of one share of SWN common stock.
- F4On February 26, 2019, the reporting person was granted RSUs, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with the required years of service, or a change in control. Vesting RSUs will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.