WARE DONALD L 4

4 · PENNICHUCK CORP · Filed Jan 27, 2012

Form 4

Period: 2012-01-25

President Regulated Utilities

Transactions

Disposition to Issuer
Common Stock
2012-01-25$29.00/sh−610$17,690→ 0 total
Disposition to Issuer
Stock Option (right to buy)
2012-01-25−5,333→ 0 total
Exercise: $21.24From: 2004-01-23Exp: 2014-01-23→ Common Stock (5,333 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-01-25−4,524→ 0 total
Exercise: $20.11Exp: 2020-01-27→ Common Stock (4,524 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-01-25−5,333→ 0 total
Exercise: $20.14From: 2003-10-03Exp: 2013-10-03→ Common Stock (5,333 underlying)
Disposition to Issuer
Stock Option (right to buy)
2012-01-25−1,667→ 0 total
Exercise: $17.64Exp: 2019-01-28→ Common Stock (1,667 underlying)

Footnotes (4)

[F1]Each share has been converted into the right to receive $29.00 per share (the "Merger Consideration"), pursuant to the Agreement andd Plan of Merger, dated November 11, 2010, by and among Pennichuck Corporation, the City of Nashua, New Hampshire and Nashua Water Acquisition Corporation.
[F2]Each option was cancelled and converted into the right to receive a cash per share payment equal to the product of (x) the excess, if any, of the Merger Consideration over the applicable exercuse price of such option and (y) the number of shares ofthe Issuer's common stock issuable upon exercise of the option less any applicable withholding taxes.
[F3]The grants vested, or otherwise would have vested, in equal amounts on 01/28/2010, 01/28/2011 and 01/28/2012.
[F4]The grants vested, or otherwise would have vested, in equal amounts on 01/27/2011, 01/27/2012 and 01/27/2013.

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