SEC Form 4 · accession 0001209191-15-000752
H2O AMERICA · HTO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark L Cali
Director
Period of report
Jan 2, 2015
Accepted (ET)
Jan 5, 2015 · 3:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000766829
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 2, 2015 | A | 525 | $28.22 | A | 21,601 | D | |
| Common Stock | holding | — | — | — | 71,498 | I | By the Cali Family Gift Trust | |
| Common Stock | holding | — | — | — | 26,767 | I | By the Mark Cali Revocable Trust | |
| Common Stock | holding | — | — | — | 170,096 | I | By the Cali 1994 Living Trust | |
| Common Stock | holding | — | — | — | 1,200 | I | By spouse's IRA | |
| Common Stock | holding | — | — | — | 27,000 | I | By spouse's Revocable Trust | |
| Common Stock | holding | — | — | — | 288 | I | By Clark Cali |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities represent deferred shares of the issuer's common stock credited to the reporting person's deferred compensation account pursuant to dividend equivalent rights. Those rights resulted initially in the addition of cash sums to the account equal to the dividends which would have been paid during the 2014 calendar year on the deferred stock credited to such account had that stock actually been issued and outstanding on each dividend payment date, and the accumulated sums were then converted into additional shares of deferred stock on January 2, 2015 based on the average of the closing selling prices of the issuer's common stock on each of the dates during the 2014 calendar year on which actual dividends on the common stock were paid. The resulting shares will be distributed as actual shares of the issuer's common stock at a specified time.
- F2Includes 20,315 shares of deferred stock which will be distributed as actual shares of the issuer's common stock at a specified time and 1,286 shares of the issuer's common stock underlying restricted stock units. Each restricted stock unit will entitle the reporting person to receive one share of the issuer's common stock when that unit vests. The units will vest in full upon the reporting person's continuation in Board service through the day immediately preceding the date of the issuer's 2015 annual shareholders meeting, subject to accelerated vesting under certain prescribed circumstances.