0000751652-14-000120.txt : 20140515 0000751652-14-000120.hdr.sgml : 20140515 20140515144319 ACCESSION NUMBER: 0000751652-14-000120 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140515 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140515 DATE AS OF CHANGE: 20140515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUESTAR CORP CENTRAL INDEX KEY: 0000751652 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 870407509 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08796 FILM NUMBER: 14846264 BUSINESS ADDRESS: STREET 1: 333 SOUTH STATE STREET STREET 2: P.O. BOX 45433 CITY: SALT LAKE CITY STATE: UT ZIP: 84145-0433 BUSINESS PHONE: 8013245900 MAIL ADDRESS: STREET 1: 333 SOUTH STATE STREET STREET 2: P.O. BOX 45433 CITY: SALT LAKE CITY STATE: UT ZIP: 84145-0433 8-K 1 str8-k05152014401kblackout.htm 8-K STR 8-K 05152014 401(k) Blackout


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report – May 15, 2014
(Date of earliest event reported)
QUESTAR CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
Utah
001-08796
87-0407509
(State or other jurisdiction of
incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

333 South State Street, P.O. Box 45433, Salt Lake City, Utah 84145-0433
(Address of principal executive offices)
Registrant's telephone number, including area code (801) 324-5900
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.04 Temporary Suspension of Trading Under Registrant's Employee Benefit Plans.
On May 15, 2014, Questar Corporation (“Questar”) transmitted a notice (the “Notice”) to its directors and executive officers informing them of blackout trading restrictions in Questar’s common stock due to the transition of recordkeeping services for the Questar Corporation 401(k) Retirement Income Plan. As a result of the transition, activity in the Questar Stock Fund under the plan may be closed for participant transactions (i.e. investment election changes, loans, distributions and withdrawals). The blackout period will begin on June 23, 2014 and could last until July 11, 2014. The blackout is necessary to ensure all information and assets are accurately transitioned and reconciled to the new service provider.

The Notice, which was provided in accordance with Section 306(a) of the Sarbanes-Oxley Act of 2002 and Rule 104 of Regulation BTR, advises Questar’s directors and executive officers that they will be unable to trade in Questar common stock (or related securities) during the blackout period. A copy of the Notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

During the blackout period and for a two-year period thereafter, information about the actual beginning and ending dates of the blackout period may be obtained, without charge, by contacting Questar Corporation, Attention: Julie Wray; P.O. Box 45433, Salt Lake City, UT 84145-0433; telephone: 801-324-2736.





Item 9.01 Financial Statements and Exhibits.
(c)Exhibits.
Exhibit No.
Exhibit
99.1
Questar Corporation Notice to Directors and Executive Officers

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
QUESTAR CORPORATION
(Registrant)
 
 
 
May 15, 2014
 
/s/Kevin W. Hadlock
 
 
Kevin W. Hadlock
Executive Vice President and
Chief Financial Officer

List of Exhibits:
Exhibit No.
Exhibit
99.1
Questar Corporation Notice to Directors and Executive Officers


2
EX-99.1 2 a8-kexhibit99105152014401k.htm EXHIBIT 99.1 8-K Exhibit 99.1 05152014 401(k) Blackout

Exhibit 99.1

Questar Corporation
Notice to Directors and Executive Officers
TO:        Questar Corporation Board of Directors and Executive Officers
DATE:        May 15, 2014
Subject:    Blackout Period for Questar Common Stock

Questar’s Employee Benefits Committee recently made the decision to move the recordkeeping and trustee services for the Questar Corporation 401(k) Retirement Income Plan (the 401(k) Plan). To ensure all information and assets are accurately transitioned and reconciled by the new recordkeeper, including assets in the Questar Stock Fund, a brief blackout period will be required and certain participant transactions in the 401(k) Plan will be placed on hold. The blackout period begins at 2:00 MDT on June 23, 2014, and is expected to end on or about July 11, 2014.

During this blackout period, you will be prohibited from purchasing, selling or otherwise acquiring or transferring Questar common shares (or any derivative security such as a stock option). The blackout period is required under Section 306(a) of the Sarbanes-Oxley Act, which prohibits directors and executive officers of an issuer from trading in the issuer’s equity securities during any period during which employees are unable to purchase or sell issuer equity securities held in 401(k) or similar plans.

Beginning on May 14, 2014, the plan administrator notified all participants that due to the transfer of the recordkeeping business to Prudential, a blackout will be required for activity in the 401(k) Plan to accurately transition the information and assets to the new recordkeeper.

If you have any question about this notice and the required trading restriction, including whether the blackout period has begun or ended, you may obtain information, without charge, by contacting Questar Corporation, Attention: Julie Wray; P.O. Box 45433, Salt Lake City, UT 84145-0433; telephone: 801-324-2736. You may obtain information about the actual beginning and ending dates of the blackout period, without charge, during the blackout period and for a two-year period thereafter.