SEC Form 4 · accession 0001209191-15-006035
SOUTHWESTERN ENERGY CO · SWN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vello A Kuuskraa
Director
Period of report
Jan 21, 2015
Accepted (ET)
Jan 23, 2015 · 6:18 am 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 | holding | — | — | — | 108,074 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Depositary Shares (Series B Mandatory Preferred Interest)F1 | — | Jan 21, 2015 | P | 2,500 | A | — | — | Common Stock | 4,625 | 2,500 | D |
Explanation of responses
- F1Each Depositary Share represents a 1/20th interest in a share of the Issuer's 6.25% Series B Mandatory Convertible Preferred Stock, $0.01 par value per share (the "Series B Preferred Stock"). At any time prior to January 15, 2018, a holder of 20 Depositary Shares may cause the conversion of one share of the Series B Preferred Stock into a number of shares of the Issuer's Common Stock equal to the minimum conversion rate of 37.0028, subject to adjustments for certain fundamental changes (as defined). Thus, each Depositary Share will convert into 1.85014 shares of Common Stock, subject to adjustment. On approximately January 15, 2018, the Depositary Shares mandatorily convert to Common Stock at a conversion rate ranging from 1.85014 to 2.17391 shares of Common Stock per Depositary Share (or a Series B Preferred Stock to Common Stock conversion rate ranging from 37.0028 to 43.4782 shares), subject to adjustment.