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Form 4 AGL RESOURCES INC For: Sep 11 Filed by: SOMERHALDER JOHN W II

September 15, 2015 4:53 PM EDT
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
SOMERHALDER JOHN W II

(Last) (First) (Middle)
TEN PEACHTREE PLACE

(Street)
ATLANTA GA 30309

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AGL RESOURCES INC [ GAS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 09/11/2015   M   200,000 A $ 35.83 296,290.23 (1) D  
Common Stock 09/11/2015   F   157,499 D $ 60.55 138,791.23 D  
Common Stock 09/11/2015   M   66,800 A $ 31.09 205,591.23 D  
Common Stock 09/11/2015   F   49,883 D $ 60.55 155,708.223 D  
Common Stock               29,711 I By the John W. Somerhalder II Rev trust uad 4/6/09
Common Stock               10,578.532 (2) I by 401(k)
Common Stock               51,239.9315 (2) I by Non-Qualified Savings Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Common Stock Equivalent Units (CSEs) $ 0 09/11/2015   A   44.3223     (3)   (4) Common Stock 44.3223 $ 61 52,041.9044 (5) D  
Explanation of Responses:
1. Includes 68.9530 shares and 602.4910 shares allocated to the reporting person's account on September 1, 2015 pursuant to a dividend reinvestment feature of the AGL Resources Inc. Direct Stock Purchase and Dividend Reinvestment Plan. Also includes 130.3530 shares allocated to the reporting person's account on September 1, 2015 under the AGL Resources Inc. Employee Stock Purchase Plan.
2. Information as of statement dated June 30, 2015.
3. Immediately.
4. The units are to be settled in cash upon the reporting person's termination of employment based on the fair market value of the Company's common stock as of the date of valuation. The reporting person may transfer the value of his common stock equivalent units into an alternative investment account at any time prior to settlement.
5. Includes 435.0939 CSEs allocated to the reporting person's account on September 1, 2015, pursuant to a dividend reinvestment feature of the AGL Resources Inc. Non-Qualified Savings Plan.
Michelle Johnson, by power of attorney 09/15/2015
** 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 Number.


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