-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LX++FNucj75BlGe7wtemHmjJIWV+H5Y5l75rJZ9t5WhnX3oxgprRIwoKSxDUqsva 0xTsfF6eahQeX8Ga1RRbaQ== 0001140361-09-028707.txt : 20091209 0001140361-09-028707.hdr.sgml : 20091209 20091209193918 ACCESSION NUMBER: 0001140361-09-028707 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091207 FILED AS OF DATE: 20091209 DATE AS OF CHANGE: 20091209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LINDEMANN GEORGE L CENTRAL INDEX KEY: 0000897631 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06407 FILM NUMBER: 091232031 MAIL ADDRESS: STREET 1: 767 FIFTH AVENUE STREET 2: 50TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10153 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN UNION CO CENTRAL INDEX KEY: 0000203248 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION [4922] IRS NUMBER: 750571592 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5444 WESTHEIMER RD CITY: HOUSTON STATE: TX ZIP: 77056-5306 BUSINESS PHONE: (713) 989-2000 MAIL ADDRESS: STREET 1: 5444 WESTHEIMER RD CITY: HOUSTON STATE: TX ZIP: 77056-5306 4 1 doc1.xml FORM 4 X0303 4 2009-12-07 0 0000203248 SOUTHERN UNION CO SUG 0000897631 LINDEMANN GEORGE L 5444 WESTHEIMER ROAD HOUSTON TX 77056-5306 1 1 0 0 Chairman & CEO Common Stock 2009-12-07 4 M 0 258078 13.502 A 4488347 D Common Stock 2009-12-07 4 F 0 207782 21.5649 D 4280565 D Common Stock 139780.4986 I Supplemental Deferred Compensation Plan Common Stock 26753 I 401(K) Plan Common Stock 3289220 I Owned by Spouse Employee Stock Option (right to purchase) 28.48 2017-12-17 Common Stock 441469 441469 D Employee Stock Option (right to purchase) 12.55 2018-12-15 Common Stock 500000 500000 D The Reporting Person exercised 258,078 non-statutory options, which options were otherwise due to expire on December 9, 2009. The Reporting Person executed a cashless exercise to effectuate the transaction. The cashless exercise resulted in a net gain of 50,296 shares of directly held common stock. To cover the cost of the options and associated taxes the Reporting Person sold 207,782 shares. Includes 58,022 shares of restricted stock, which restrictions expire in full on December 17, 2012. The expiration of the restrictions on the restricted shares will be accelerated upon (i) a change in control of the Issuer or (ii) the death, disability or termination of employment without cause of the Reporting Person. This information concerns shares held under the Issuer's Supplemental Deferred Compensation Plan. This report reflects shares purchased for the plan by the plan trustee, at the sold discretion of the trustee, at such prices as were available in the open market at the time of such purchases. This information concerns shares held under the Issuer's 401(k) Plan. Information reported herein is based on a plan statement for the period ended December 31, 2008. The Reporting Person disclaims beneficial interest in these shares except to the extent of his pecuniary interest therein. Each stock option was awarded at an exercise price of $28.48 per share, which price is equal to the closing price on December 17, 2007 ("Grant Date 2007"). The options will vest in full on the fifth anniversary of Grant Date 2007. The vesting of the options will be accelerated in the event of (i) a change of control of the Company or (ii) the death, disability or termination without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. Each stock option was awarded at an exercise price of $12.55 per share, which price is equal to the closing price on December 15, 2008 ("Grant Date 2008"). The options awarded will vest in equal installments on the first, second and third anniversaries of Grant Date 2008. The vesting of the options will be accelerated in the event of (i) a change of control of the Company or (ii) the death, disability or termination without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. Robert M. Kerrigan, III for George L. Lindemann 2009-12-09 -----END PRIVACY-ENHANCED MESSAGE-----