DIENSTBIER DANIEL L 4
4 · DYNEGY INC /IL/ · Filed Jan 20, 2004
Insider Transaction Report
Form 4
DIENSTBIER DANIEL L
Director
Transactions
- Award
Phantom Stock
2004-01-15+2,920.56→ 9,368.97 total→ Class A Common Stock (2,920.56 underlying)
Footnotes (3)
- [F1]These shares of phantom stock are convertible on a 1-for-1 basis.
- [F2]Reflects shares of phantom stock issued to the Reporting Person pursuant to the Dynegy Inc. Deferred Compensation Plan for Certain Directors, a Rule 16b-3 Plan with the issuer. The shares of phantom stock were issued in connection with the Reporting Person’s director compensation for the fourth quarter of 2003, and the number of shares issued with respect to the quarter was calculated based on the closing price of the issuer’s Class A common stock of $4.28 on December 31, 2003, the last trading day of the quarter.
- [F3]Upon termination of the Reporting Person's service as a director, the shares of phantom stock become payable, at the election of the Reporting Person, in a lump sum payment or in monthly, quarterly or annual installment payments following such termination. The shares of phantom stock are payable in cash or in shares of the issuer's Class A common stock. The Reporting Person previously reported that payment of the shares of phantom stock in shares of the issuer's Class A common stock was subject to the prior approval of the shareholders of the issuer. Pursuant to the revised listing requirements concerning shareholder approval of equity compensation plans adopted by the New York Stock Exchange, Inc. in 2003, shareholder approval of such payments of the issuer's Class A common stock is no longer required.