Southern Union Co - Statement of Changes in Beneficial Ownership (4)
December 19 2007 - 6:40PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Aldrich George E
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2. Issuer Name
and
Ticker or Trading Symbol
SOUTHERN UNION CO
[
SUG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
VP, Controller & CAO
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(Last)
(First)
(Middle)
C/O SOUTHERN UNION COMPANY, 5444 WESTHEIMER ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/17/2007
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(Street)
HOUSTON, TX 77056-5306
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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2778
(1)
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D
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Common Stock
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599.465
(2)
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I
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401(k) Plan
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Cash Restricted Units
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(3)
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12/17/2007
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A
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6108
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(3)
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(3)
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Common Stock
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6108
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(3)
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6108
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D
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Stock Appreciation Rights
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$28.48
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12/17/2007
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A
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29014
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(4)
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(4)
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Common Stock
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29014
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(4)
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29014
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D
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Employee Stock Option (right to purchase)
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$24.80
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(5)
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9/2/2015
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Common Stock
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15000
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15000
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D
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Cash Restricted Units
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(6)
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(6)
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(6)
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Common Stock
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4209
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4209
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D
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Stock Appreciation Rights
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$28.07
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(7)
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12/27/2016
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Common Stock
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13361
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13361
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D
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Explanation of Responses:
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(
1)
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Of these shares, 1,389 shares are held directly and 1,600 shares are restricted. The restrictions on the remaining shares expire in equal increments on September 2, 2008 and September 2, 2009.
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(
2)
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This information concerns shares held under the Issuer's 401(k) Plan. Reported are shares purchased for the plan by the plan trustee, at the trustee's sole discretion at such prices as were available in the open market at the time of such purchases. Information reported herein is based on the Plan statement for the period ended December 31, 2006.
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(
3)
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The cash restricted units awarded on December 17, 2007 (the "Grant Date") permit the recipient 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 each award will expire in equal annual installments on the first, second and third anniversaries of the Grant Date.
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(
4)
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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. The award will vest in equal annual installments on the first, second and third anniversaries of the Grant Date.
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(
5)
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These options vest/vested in 25 percent increments each year commencing September 2, 2006.
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(
6)
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The cash restricted units awarded on December 28, 2006 (the "Grant Date") permit the recipient 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 each award will expire in equal annual installments on the first, second and third anniversaries of the Grant Date.
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(
7)
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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 the Grant Date. The award will vest in equal annual installments on the first, second and third anniversaries of the Grant Date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Aldrich George E
C/O SOUTHERN UNION COMPANY
5444 WESTHEIMER ROAD
HOUSTON, TX 77056-5306
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VP, Controller & CAO
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Signatures
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Robert M. Kerrigan, III for George E. Aldrich
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12/19/2007
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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