| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
WISCONSIN ENERGY CORP [ WEC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/02/2013 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/02/2013 | A | 7,677 | A | $0 | 43,437 | D | |||
| Common Stock | 2,607.363(1) | I | ERSP | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (Right to buy) | $37.46 | 01/02/2013 | A | 197,360 | 01/02/2016(2) | 01/02/2023 | Common Stock | 197,360 | $0 | 197,360 | D | ||||
| Stock Option (Right to buy) | $19.7375(3) | 01/03/2009 | 01/03/2016 | Common Stock | 190,000 | 190,000(3) | D | ||||||||
| Stock Option (Right to buy) | $23.8775(4) | 01/03/2010 | 01/03/2017 | Common Stock | 258,000 | 258,000(4) | D | ||||||||
| Stock Option (Right to buy) | $24.0175(5) | 01/02/2011 | 01/02/2018 | Common Stock | 328,500 | 328,500(5) | D | ||||||||
| Stock Option (Right to buy) | $21.1075(6) | 01/02/2012 | 01/02/2019 | Common Stock | 292,000 | 292,000(6) | D | ||||||||
| Stock Option (Right to buy) | $24.92(7) | 01/04/2013 | 01/04/2020 | Common Stock | 68,210 | 68,210(7) | D | ||||||||
| Stock Option (Right to buy) | $29.3475(8) | 01/03/2014 | 01/03/2021 | Common Stock | 56,540 | 56,540(8) | D | ||||||||
| Explanation of Responses: |
| 1. Includes shares acquired under Wisconsin Energy Corporation's Employee Retirement Savings Plan (ERSP) in transactions exempt from Section 16(b) pursuant to Rule 16b-3(c) and exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B). The number of shares in the ERSP attributable to any one participant varies with the price of the Common Stock. The information in this report is based on a plan statement dated as of December 31, 2012. |
| 2. Options vest 100% on the date indicated. |
| 3. This option was previously reported as covering 95,000 shares at an exercise price of $39.475 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| 4. This option was previously reported as covering 129,000 shares at an exercise price of $47.755 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| 5. This option was previously reported as covering 164,250 shares at an exercise price of $48.035 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| 6. This option was previously reported as covering 146,000 shares at an exercise price of $42.215 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| 7. This option was previously reported as covering 34,105 shares at an exercise price of $49.84 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| 8. This option was previously reported as covering 28,270 shares at an exercise price of $58.695 per share, but was adjusted to reflect the 2-for-1 stock split that occurred on March 1, 2011. |
| Remarks: |
| /s/ Joshua M. Erickson, as Attorney-in-Fact | 01/04/2013 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||