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4//SEC Filing

Marshall Richard N 4

Accession 0001140361-11-052458

CIK 0000203248other
View on SEC.govCompany Profile

Filed

Nov 7, 7:00 PM ET

Accepted

Nov 8, 9:54 PM ET

Size

26.1 KB

Accession

0001140361-11-052458

Insider Transaction Report

Form 4
Period: 2011-11-06
SOUTHERN UNION COSUG
Marshall Richard N
SVP & Chief Financial Officer
Transactions
  • Award

    Cash Restricted Stock Units

    2011-11-07+11,289→ 11,289 total
    → Common Stock (11,289 underlying)
Holdings

  • Common Stock

    (indirect: By 401(k))
    2,949.577

  • Common Stock

    1,050

  • Employee Stock Option (Right to Purchase)

    Exercise: $16.83Exp: 2014-02-06→ Common Stock (8,269 underlying)
    8,269

  • Employee Stock Option (Right to Purchase)

    Exercise: $24.06Exp: 2015-07-26→ Common Stock (683 underlying)
    683

  • Stock Appreciation Rights

    Exercise: $28.07Exp: 2016-12-28→ Common Stock (19,299 underlying)
    19,299

  • Common Stock

    (indirect: Supplemental Deferred Compensation Plan)
    11,724.921

  • Common Stock

    1,037.284

  • Cash Restricted Stock Units

    → Common Stock (15,464 underlying)
    15,464

  • Stock Appreciation Rights (Common Stock)

    Exercise: $21.64Exp: 2019-12-15→ Common Stock (46,703 underlying)
    46,703

  • Cash Restricted Stock Units

    → Common Stock (9,681 underlying)
    9,681

  • Stock Appreciation Rights

    Exercise: $24.80Exp: 2020-12-13→ Common Stock (32,168 underlying)
    32,168

  • Stock Appreciation Rights

    Exercise: $28.48Exp: 2017-12-17→ Common Stock (38,685 underlying)
    38,685

  • Cash Restricted Stock Units

    → Common Stock (13,305 underlying)
    13,305

  • Stock Appreciation Rights

    Exercise: $12.55Exp: 2018-12-15→ Common Stock (95,336 underlying)
    95,336
Footnotes (14)
  • [F1]This information concerns shares held under the Issuer's Supplemental Deferred Compensation Plan. Shares purchased for the plan by the plan trustee are purchased at the sole discretion of the trustee, at such prices as were available in the open market at the time of such purchases.
  • [F10]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 the Grant Date 2009. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2009. To date, 15,567 shares have vested. An additional 15,567 stock apprecation rights will vest on December 15, 2011.
  • [F11]9,681 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 the award will expire in equal installments on the first, second and third anniversaries of Grant Date 2010.
  • [F12]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 the Grant Date 2010. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2010.
  • [F13]11,289 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.
  • [F14]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 (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.
  • [F2]This information concerns shares held under the Issuer's 401(k) Plan. Information reported herein is based on a plan statement for the period ended December 31, 2010.
  • [F3]The Reporting Person owns these shares jointly with his spouse.
  • [F4]The options are fully vested and exercisable.
  • [F5]Stock appreciation rights will be settled in shares of common stock at an exercise price of $28.07 per share, which was equal to the closing price on December 28, 2006 ("Grant Date 2006"). The Stock appreciation rights granted on Grant Date 2006 are fully vested and exercisable.
  • [F6]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 the Grant Date 2007. The Stock appreciation rights granted on Grant Date 2007 are fully vested and exercisable.
  • [F7]23,195 cash restricted stock units were awarded to the Reporting Person on December 15, 2008 ("Grant Date 2008"). 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 the award will expire in equal installments on the first, second and third anniversaries of Grant Date 2008. To date, restrictions have expired on 15,463 of the cash restricted stock units. Restrictions on an additional 7,732 cash restricted stock units will expire on December 15, 2011.
  • [F8]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 the Grant Date 2008. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2008. To date 63,557 shares have vested. An additional 31,779 stock appreciation rights will vest on December 15, 2011.
  • [F9]13,305 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 the award will expire in equal installments on the first, second and third anniversaries of Grant Date 2009. To date, restrictions have expired on 4,435 cash restricted stock units. Restrictions on an additional 4,435 cash restricted stock units will expire on December 15, 2011.

Documents

1 file

Issuer

SOUTHERN UNION CO

CIK 0000203248

→
Entity typeother

Related Parties

1
  • filerCIK 0001380705

Filing Metadata

Form type
4
Filed
Nov 7, 7:00 PM ET
Accepted
Nov 8, 9:54 PM ET
Size
26.1 KB
View on SEC.gov