NV ENERGY, INC. 4
4 · NV ENERGY, INC. · Filed Dec 19, 2013
Insider Transaction Report
Form 4
OREILLY JOHN F
Director
Transactions
- Disposition to Issuer
Common Stock
2013-12-19$23.75/sh−76,841.052$1,824,975→ 0 total(indirect: By Trust) - Disposition to Issuer
Phantom Stock
2013-12-19$23.75/sh−8,624.855$204,840→ 0 total(indirect: By Trust)Exercise: $23.75→ Common Stock (8,624.855 underlying)
Footnotes (3)
- [F1]Disposed of pursuant to Agreement and Plan of Merger dated May 29, 2013 (the "Merger Agreement") among MidAmerican Energy Holdings Company, Silver Merger Sub, Inc. and NV Energy, Inc. ("NVE"), which provides for a cash payment of $23.75 per share of NVE Common Stock. Disposition of shares in merger was approved by NVE Board of Directors and is exempt under Rule 16b-3(e).
- [F2]Total includes 50,080.052 shares receipt of which was deferred under the NV Energy, Inc. Non-Employee Director Stock Plan and which were previously reported in Table I at the time of deferral.
- [F3]Phantom Stock representing actuarial value of vested benefits in a terminated retirement plan for outside directors. Total includes shares representing dividend equivalent rights which were exempt from prior reporting due to the fact that NVE has maintained a dividend reinvestment plan that meets requirements for the reporting exemption provided by Rule 16a-11. Phantom Stock cancelled pursuant to Merger Agreement immediately prior to the effective time of the merger and holder received cash in an amount equal to $23.75 times the number of shares of Phantom Stock held. Disposition of the Phantom Stock in the merger was approved by NVE's Board of Directors and is exempt under Rule 16b-3(e).