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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 | ||||||||
Phantom Shares | (4) | 04/10/2012 | A | 49,381 | (4) | (4) | Common Shares | 49,381 | (4) | 49,381 | D | ||||
Employee Stock Option | $ 28.12 | 04/10/2012 | A | 9,840 | 05/03/2010 | 05/03/2017 | Common Shares | 9,840 | (5) | 9,840 | D | ||||
Employee Stock Option | $ 24.74 | 04/10/2012 | A | 6,560 | 01/24/2011 | 01/24/2018 | Common Shares | 6,560 | (6) | 6,560 | D | ||||
Employee Stock Option | $ 25.93 | 04/10/2012 | A | 18,368 | 01/22/2012 | 01/22/2019 | Common Shares | 18,368 | (7) | 18,368 | D | ||||
Employee Stock Option | $ 26.9 | 04/10/2012 | A | 15,744 | 01/28/2013 | 01/28/2020 | Common Shares | 15,744 | (8) | 15,744 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Carmody Christine M ONE FEDERAL STREET, BUILDING 111-4 SPRINGFIELD, MA 01105 |
SVP - Human Resources |
/s/ Richard J. Morrison - Attorney in Fact for Christine M. Carmody | 04/10/2012 | |
**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) | Restricted share units, received in exchange for 6,825 deferred share units of NSTAR in connection with the merger of NSTAR into Northeast Utilities (the "Merger"). On the date prior to the effective time of the Merger, the closing price of NSTAR's common shares was $47.65 per share, and the closing price of NU's common shares was $36.79 per share. |
(2) | Received in exchange for 7,799 common shares of NSTAR pursuant to the Merger. |
(3) | Received in exchange for 4,183 common shares of NSTAR in connection with the Merger. |
(4) | Received in exchange for 37,638 phantom shares of NSTAR (deferred compensation obligation). Each phantom share is payable in one common share. |
(5) | Received in the Merger in exchange for an employee stock option to acquire 7,500 shares of NSTAR for $36.89 per share. |
(6) | Received in the Merger in exchange for an employee stock option to acquire 5,000 shares of NSTAR for $32.45 per share. |
(7) | Received in the Merger in exchange for an employee stock option to acquire 14,000 shares of NSTAR for $34.02 per share. |
(8) | Received in the Merger in exchange for an employee stock option to acquire 12,000 shares of NSTAR for $35.28 per share. |