- Statement of Changes in Beneficial Ownership (4)
November 08 2011 - 9:50PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Expires:
November 30, 2011
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Aldrich George E
|
2. Issuer Name
and
Ticker or Trading Symbol
SOUTHERN UNION CO
[
SUG
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Sr. VP, Controller & CAO
|
(Last)
(First)
(Middle)
C/O SOUTHERN UNION COMPANY, 5051 WESTHEIMER ROAD
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/6/2011
|
(Street)
HOUSTON, TX 77056-5306
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
|
|
|
|
|
|
|
2567
|
D
|
|
Common Stock
|
|
|
|
|
|
|
|
663.1614
|
I
|
401(k) Plan
(1)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. Code
(Instr. 8)
|
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
6. Date Exercisable and Expiration Date
|
7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
|
8. Price of Derivative Security
(Instr. 5)
|
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
|
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Employee Stock Option (right to purchase)
|
$24.8
|
|
|
|
|
|
|
(2)
|
9/2/2015
|
Common Stock
|
15000
|
|
15000
|
D
|
|
Stock Appreciation Rights
|
$28.07
|
|
|
|
|
|
|
(2)
|
12/28/2016
|
Common Stock
|
13361
|
|
13361
|
D
|
|
Stock Appreciation Rights
|
$28.48
|
|
|
|
|
|
|
(3)
|
12/17/2017
|
Common Stock
|
29014
|
|
29014
|
D
|
|
Cash Restricted Stock Units
|
(4)
|
|
|
|
|
|
|
(4)
|
(4)
|
Common Stock
|
2849
|
|
2849
|
D
|
|
Stock Appreciation Rights
|
$12.55
|
|
|
|
|
|
|
(5)
|
12/15/2018
|
Common Stock
|
35124
|
|
35124
|
D
|
|
Cash Restricted Stock Units
|
(6)
|
|
|
|
|
|
|
(6)
|
(6)
|
Common Stock
|
3455
|
|
3455
|
D
|
|
Stock Appreciation Rights
|
$21.64
|
|
|
|
|
|
|
(7)
|
12/15/2019
|
Common Stock
|
18190
|
|
18190
|
D
|
|
Cash Restricted Stock Units
|
(8)
|
|
|
|
|
|
|
(8)
|
(8)
|
Common Stock
|
4236
|
|
4236
|
D
|
|
Stock Appreciation Rights
|
$24.8
|
|
|
|
|
|
|
(9)
|
12/13/2020
|
Common Stock
|
14074
|
|
14074
|
D
|
|
Cash Restricted Stock Units
|
(10)
(11)
|
11/7/2011
|
|
A
|
|
5347
|
|
(10)
(11)
|
(10)
(11)
|
Common Stock
|
5347
|
(10)
(11)
|
5347
|
D
|
|
Explanation of Responses:
|
(
1)
|
This information concerns shares held under the Issuer's 401(k) Plan. Reported are shares purchased for the plan by the plan trustee, at the trustee's sole discretion at such prices as were available in the open market at the time of such purchases. Information reported herein is based on the Plan statement for the period ended December 31, 2010.
|
(
2)
|
These options are fully vested and exercisable.
|
(
3)
|
Stock appreciation rights will be settled in shares of common stock at an exercise price of $28.48 per share, which was equal to the closing price on Grant Date 2007. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2007. To date, 19,342 stock appreciation rights are currently vested and exercisable. The remaining 9,672 stock appreciation rights will vest on December 17, 2010.
|
(
4)
|
8,546 cash restricted stock units were awarded to the Reporting Person on December 15, 2008 ("Grant Date 2008"). The cash restricted units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on each award expire in equal installments on the first, second and third anniversaries of Grant Date 2008. To date, restrictions on 2,848 cash restricted stock units have expired. Restrictions on an additional 2,849 cash restricted units will expire on December 15, 2010.
|
(
5)
|
Stock appreciation rights will be settled in shares of common stock at an exercise price of $12.55 per share, which was equal to the closing price on Grant Date 2008. The award vests in equal installments on the first, second and third anniversaries of Grant Date 2008. To date 11,708 stock appreciation right are currently vested and exercisable. An additional 11,708 stock appreciation rights will vest on December 15, 2010.
|
(
6)
|
5,182 cash restricted stock units were awarded to the Reporting Person on December 15, 2009 ("Grant Date 2009"). The cash restricted stock units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on each award expire in equal installments on the first, second and third anniversaries of Grant Date 2009. Restrictions on 1,727 cash restriced stock units will expire on December 15, 2010.
|
(
7)
|
Stock appreciation rights will be settled in shares of common stock at an exercise price of $21.64 per share, which was equal to the closing price on Grant Date 2009. The award vests in equal installments on the first, second and third anniversaries of Grant Date 2009.
|
(
8)
|
4,236 cash restricted stock units were awarded to the Reporting Person on December 13, 2010 ("Grant Date 2010"). The cash restricted stock units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on each award expire in equal installments on the first, second and third anniversaries of Grant Date 2010.
|
(
9)
|
Stock appreciation rights will be settled in shares of common stock at an exercise price of $24.80 per share, which was equal to the closing price on Grant Date 2010. The award vests in equal installments on the first, second and third anniversaries of Grant Date 2010.
|
(
10)
|
5,347 cash restricted stock units ("RSUs") were awarded to the Reporting Person on November 6, 2011 ("Grant Date 2011"). The RSUs were awarded in accordance with the Company's Third Amended and Restated 2003 Stock and Incentive Plan. The RSUs permit the Reporting Person to receive cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on the dates such restrictions expire. Restrictions on such award will expire in equal amounts on the first, second and third anniversaries of Grant Date 2011, unless the restrictions are earlier terminated in accordance with the Plan or the applicable award agreement.
|
(
11)
|
On July 19, 2011, the Company entered into a Second Amended and Restated Agreement and Plan of Merger with Energy Transfer Equity, L.P. ("ETE") and Sigma Acquisition Corporation, a wholly-owned subsidiary of ETE ("Merger Sub") (as amended by Amendment No. 1 to Agreement and Plan of Merger dated as of September 14, 2011, the "Merger Agreement"). The RSUs awarded to the Reporting Person will be treated in accordance with the terms and conditions of the Merger Agreement. The Merger Agreement is available in its entirety as Annex A to the Company's definitive Proxy Statement filed with the SEC on October 27, 2011.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Aldrich George E
C/O SOUTHERN UNION COMPANY
5051 WESTHEIMER ROAD
HOUSTON, TX 77056-5306
|
|
|
Sr. VP, Controller & CAO
|
|
Signatures
|
Robert M. Kerrigan, III for George E. Aldrich
|
|
11/8/2011
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
|
Southern Union (NYSE:SUG)
Historical Stock Chart
From Jun 2024 to Jul 2024
Southern Union (NYSE:SUG)
Historical Stock Chart
From Jul 2023 to Jul 2024