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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 Stock Unit | (3) | 06/29/2015 | D | 29,809.2705 (4) | (3) | (3) | Common Stock | 29,809.2705 | $ 0 | 0 | D | ||||
| Restricted Stock Units 2012 | (5) | 06/29/2015 | D | 596.3222 (6) | 02/09/2013 | 02/09/2016 | Common Stock | 596.3222 | $ 0 | 0 | D | ||||
| Restricted Stock Units 2013 | (5) | 06/29/2015 | D | 1,128.4749 (6) | 02/14/2014 | 02/14/2017 | Common Stock | 1,128.4749 | $ 0 | 0 | D | ||||
| Restricted Stock Units 2014 | (5) | 06/29/2015 | D | 1,611.6818 (6) | 02/13/2015 | 02/13/2018 | Common Stock | 1,611.6818 | $ 0 | 0 | D | ||||
| Restricted Stock Units 2015 | (5) | 06/29/2015 | D | 7,198.421 (6) | 02/12/2016 | 02/12/2019 | Common Stock | 7,198.421 | $ 0 | 0 | D | ||||
| Performance Rights | $ 0 (7) | 06/29/2015 | D | 7,107 | 01/01/2016 | 03/15/2016 | Common Stock | 7,107 | $ 0 | 0 | D | ||||
| Performance Rights | $ 0 (7) | 06/29/2015 | D | 6,911 | 01/01/2017 | 03/15/2017 | Common Stock | 6,911 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| RADTKE MARK A 700 NORTH ADAMS STREET P. O. BOX 19001 GREEN BAY, WI 54307-9001 |
Exec VP Shd Srv & Chf Stg Ofc | |||
| Dane E. Allen, as Power of Attorney for Mr. Radtke | 07/01/2015 | |
| **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) | Reflects dividend reinvestment shares which are acquired on a quarterly basis. |
| (2) | Pursuant to the merger between Integrys Energy Group and Wisconsin Energy Corporation, as of the closing date, the outstanding shares of Integrys common stock were automatically converted into the right to receive allocations of the merger consideration, consisting of 1.128 WEC Energy Group shares and $18.58 cash per share (referred to as the "merger consideration"). |
| (3) | Pursuant to the merger between Integrys Energy Group and Wisconsin Energy Corporation, as of the closing date, phantom stock units (whether or not vested) were canceled and automatically converted into the right to receive a cash payment equal to the value of the merger consideration, payable in accordance with the terms of the Company's Deferred Compensation Plan. |
| (4) | Reflects the quarterly dividend paid on phantom stock units and reinvested in additional phantom stock units, under the Company's Deferred Compensation Plan. |
| (5) | Pursuant to the merger between Integrys Energy Group and Wisconsin Energy Corporation, as of the closing date, restricted stock units (whether or not vested) were canceled and automatically converted into the right to receive a cash payment equal to the value of the merger consideration. |
| (6) | Reflects the quarterly dividend paid on restricted stock units and reinvested in additional restricted stock units, under the Company's Omnibus Incentive Plans. |
| (7) | Pursuant to the merger between Integrys Energy Group and Wisconsin Energy Corporation, as of the closing date, performance rights (whether or not vested) were canceled and automatically converted into the right to receive a cash payment equal to the value of the merger consideration, with the final award (a) for 2013 performance rights at 148% of the reported target award and (b) for 2014 performance rights at 200% of the reported target award. |