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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option to Buy | $ 34.29 | (8) | 02/29/2016 | Common Stock | 3,000 | 3,000 | D | ||||||||
Employee Stock Option to Buy | $ 44.48 | (9) | 02/28/2017 | Common Stock | 7,000 | 7,000 | D | ||||||||
Employee Stock Option to Buy | $ 43.29 | (10) | 03/06/2018 | Common Stock | 8,000 | 8,000 | D | ||||||||
Employee Stock Option to Buy | $ 41.15 | (11) | 03/04/2019 | Common Stock | 25,000 | 25,000 | D | ||||||||
Employee Stock Option to Buy | $ 44.25 | (12) | 03/02/2020 | Common Stock | 30,000 | 30,000 | D | ||||||||
Employee Stock Option to Buy | $ 45.74 | (13) | 03/02/2021 | Common Stock | 30,000 | 30,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KANTOR GREGG S 220 NW SECOND AVE PORTLAND, OR 97209 |
X | President & CEO |
Shawn M. Filippi, Attorney-in-Fact | 01/22/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Balance includes 483 ESPP shares allocated on 12/31/2012. |
(2) | Shares were transferred from Deferred Compensation Plan for Directors and Executives account to reporting person's registered account. |
(3) | Shares have been credited to reporting person's account under the issuer's Deferred Compensation Plan for Directors and Executives. |
(4) | These shares were issued in connection with the Reporting Person's elections on 12/5/2008 (for shares acquired in 2008) and on 12/8/2008 (for shares acquired in 2009) to participate in Northwest Natural Gas Company Deferred Compensation Plan for Directors and Executives (DCP), which specifies that taxes shall be withheld from distributions. Pursuant to the Plan and the Reporting Person's elections on the dates stated hereinabove, these shares were sold to pay taxes on the DCP distribution made on 1/17/2013. |
(5) | Held in reporting person's account under issuer's Retirement K Savings Plan as of December 31, 2012. |
(6) | Shares held in reporting person's parent's account, with respect to which the reporting person is Power of Attorney and a potential beneficiary. |
(7) | Held in reporting person's parent's IRA account, with respect to which the reporting person is Power of Attorney and a potential beneficiary. |
(8) | Option was granted for 3,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option fully vested on January 1, 2010. |
(9) | Option was granted for 7,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option fully vested on January 1, 2011. |
(10) | Option was granted for 8,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option fully vested on January 1, 2012. |
(11) | Option was granted for 25,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option fully vested on January 1, 2013. |
(12) | Option was granted for 30,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option vests in installments of 7,500 shares on each February 24, 2011 and January 1, 2012, 2013, and 2014. |
(13) | Option was granted for 30,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option vests in installments of 7,500 shares on each February 23, 2012 and January 1, 2013, 2014 and 2015. |