0001140361-12-010445.txt : 20120223 0001140361-12-010445.hdr.sgml : 20120223 20120223180243 ACCESSION NUMBER: 0001140361-12-010445 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120222 FILED AS OF DATE: 20120223 DATE AS OF CHANGE: 20120223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Weber David A. CENTRAL INDEX KEY: 0001538965 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15973 FILM NUMBER: 12635151 MAIL ADDRESS: STREET 1: 220 NW SECOND AVENUE CITY: PORTLAND STATE: OR ZIP: 97209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWEST NATURAL GAS CO CENTRAL INDEX KEY: 0000073020 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 930256722 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE PACIFIC SQUARE STREET 2: 220 NW SECOND AVE CITY: PORTLAND STATE: OR ZIP: 97209 BUSINESS PHONE: 5032264211 MAIL ADDRESS: STREET 1: 220 NW SECOND AVENUE CITY: PORTLAND STATE: OR ZIP: 97209 4 1 doc1.xml FORM 4 X0304 4 2012-02-22 0 0000073020 NORTHWEST NATURAL GAS CO NWN 0001538965 Weber David A. 220 NW SECOND AVENUE PORTLAND OR 97209 0 1 0 0 Pres. & CEO of Issuer's Sub. Common Stock 2012-02-22 4 A 0 435 0 A 761.067 D Common Stock 5001.2439 I See Footnote Common Stock 962.636 I See Footnote Employee Stock Option to Buy 34.29 2016-02-29 Common Stock 625 625 D Employee Stock Option to Buy 44.48 2017-02-28 Common Stock 2000 2000 D Employee Stock Option to Buy 43.29 2018-03-06 Common Stock 2000 2000 D Employee Stock Option to Buy 41.15 2019-03-04 Common Stock 2000 2000 D Employee Stock Option to Buy 44.25 2020-03-02 Common Stock 2000 2000 D Employee Stock Option to Buy 45.74 2021-03-02 Common Stock 3000 3000 D Shares are issuable as a result of satisfaction of performance goals for 2009-2011 under a performance share award. Organization and Executive Compensation Committee certification of the award payout level occurred on the transaction date. Held in reporting person's account under issuer's Retirement K Savings Plan as of January 31, 2012. Reflects shares that have been credited to reporting person's account under the issuer's Deferred Compensation Plan for Directors and Executives. Option was granted pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan") and is fully vested. Option was granted for 2,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan") and is fully vested. Option was granted for 2,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan") and is fully vested. Option was granted for 2,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option vests in installments of 500 shares on each February 25, 2010 and January 1, 2011, 2012 and 2013. Option was granted for 2,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option vests in installments of 500 shares on each February 24, 2011 and January 1, 2012, 2013 and 2014. Option was granted for 3,000 shares pursuant to Northwest Natural Gas Company's Restated Stock Option Plan (the "Plan"). The option vests in installments of 750 shares on each February 23, 2012 and January 1, 2013, 2014 and 2015. Shawn M. Filippi Attorney-in-Fact 2012-02-23 EX-24 2 poa1.htm POWER OF ATTORNEY Unassociated Document
POWER OF ATTORNEY
 
KNOW ALL BY THESE PRESENT, that the undersigned hereby constitutes and appoints each of MardiLyn Saathoff, Chief Governance Officer and Corporate Secretary, Margaret D. Kirkpatrick, Vice President and General Counsel, Shawn M. Filippi, Associate Counsel, and Stephen P. Feltz, Treasurer and Controller, the undersigned’s true and lawful attorney-in-fact to:
 
 
(1)
execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer of and/or director of and/or beneficial owner of greater than ten percent of a class of equity securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), of Northwest Natural Gas Company, an Oregon corporation (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder;
 
 
(2)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Forms 3, 4 and 5 and timely file any such form with the United States Securities and Exchange Commission, any stock exchange or similar authority, and the Company; and
 
 
(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
The undersigned hereby grants such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.
 
This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.
 
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the 6th day of January 2012.
 
 
/s/ David A. Weber
 
David A. Weber