| 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 |
|
|||||||||||||||
|
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)
|
2. Issuer Name and Ticker or Trading Symbol
ENERGY EAST CORP [ EAS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 09/16/2008 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 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 | 09/16/2008 | S | 11,775.1116(6)(8) | D | $28.5 | 0 | D | |||
| Common Stock | 09/16/2008 | M | 1,000 | A | $22.47 | 1,000 | D | |||
| Common Stock | 09/16/2008 | D | 1,000 | D | $28.5(9) | 0 | D | |||
| Common Stock | 09/16/2008 | M | 5,000 | A | $21.25 | 5,000 | D | |||
| Common Stock | 09/16/2008 | D | 5,000 | D | $28.5 | 0 | D | |||
| Common Stock | 09/16/2008 | M | 2,362 | A | $26.22 | 2,362 | D | |||
| Common Stock | 09/16/2008 | D | 2,362 | D | $28.5(9) | 0 | D | |||
| Common Stock | 09/16/2008 | M | 2,400 | A | $24.83 | 2,400 | D | |||
| Common Stock | 09/16/2008 | D | 2,400 | D | $28.5(9) | 0 | D | |||
| Common Stock | 09/16/2008 | M | 2,400 | A | $24.76 | 2,400 | D | |||
| Common Stock | 09/16/2008 | D | 2,400 | D | $28.5(9) | 0 | D | |||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||||||
| Employee Stock Option (right to buy) / SAR(1) | $22.47 | 09/16/2008 | M | 1,000 | 06/27/2002(2) | 06/27/2012 | Common Stock | 1,000 | $28.5 | 0 | D | ||||
| Employee Stock Option (right to buy) / SAR(1) | $21.25 | 09/16/2008 | M | 5,000 | 12/05/2002(3) | 12/05/2012 | Common Stock | 5,000 | $28.5 | 0 | D | ||||
| Employee Stock Option (right to buy) / SAR(1) | $26.22 | 09/16/2008 | M | 2,362 | 04/01/2005(4) | 04/01/2015 | Common Stock | 2,362 | $28.5 | 0 | D | ||||
| Employee Stock Option (right to buy) / SAR(1) | $24.83 | 09/16/2008 | M | 2,400 | 02/17/2006(5) | 02/17/2016 | Common Stock | 2,400 | $28.5 | 0 | D | ||||
| Employee Stock Option (right to buy) / SAR(1) | $24.76 | 09/16/2008 | M | 2,400 | 02/07/2007(7) | 02/07/2017 | Common Stock | 2,400 | $28.5 | 0 | D | ||||
| Explanation of Responses: |
| 1. The Stock Appreciation Right (SAR) was issued in tandem with an Employee Stock Option (right to buy). The exercise of a SAR will result in the corresponding cancellation of the Employee Stock Option (right to buy) to the extent of the number of shares of the Company's Common Stock as to which SARs are exercised. The exercise of the Employee Stock Option (right to buy) will result in the corresponding cancellation of a SAR to the extent of the number of shares of the Company's Common Stock as to which the Employee Stock Option (right to buy) is exercised. |
| 2. The option is exercisable in three installments regarding the original number of options granted as follows: (a) in aggregate as to no more than 33 1/3% on June 27, 2002; (b) in aggregate as to no more than 66 2/3% on January 1, 2003; and (c) on January 1, 2004 as to 100% of all options which have not been previously exercised. |
| 3. The option is exercisable in three installments regarding the original number of options granted as follows: (a) in aggregate as to no more than 33 1/3% on December 5, 2002; (b) in aggregate as to no more than 66 2/3% on January 1, 2004; and (c) on January 1, 2005 as to 100% of all options which have not been previously exercised. |
| 4. The option is exercisable in three installments regarding the original number of options granted as follows: (a) in aggregate as to no more than 33 1/3% on April 1, 2005; (b) in aggregate as to no more than 66 2/3% on January 1, 2006; and (c) on January 1, 2007 as to 100% of all options which have not been previously exercised. |
| 5. The option is exercisable in three installments regarding the original number of options granted as follows: (a) in aggregate as to no more than 33 1/3% on February 17, 2006; (b) in aggregate as to no more than 66 2/3% on January 1, 2007; and (c) on January 1, 2008 as to 100% of all options which have not been previously exercised. |
| 6. Includes equity securities acquired with reinvested dividends which are exempt from reporting under Rule 16a-11. |
| 7. The option is exercisable in three installments regarding the original number of options granted as follows: (a) in aggregate as to no more than 33 1/3% on February 7, 2007; (b) in aggregate as to no more than 66 2/3% on January 1, 2008; and (c) on January 1, 2009 as to 100% of all options which have not been previously exercised. |
| 8. All of the equity securities (common stock and unvested restricted stock) in the Company previously reported by me as beneficially owned or as not beneficially owned have automatically been sold at $28.50 per share resulting from the sale of the Company. |
| 9. All of the stock options and tandem SARs in the Company previously reported by me as beneficially owned have automatically been exercised at $28.50 per option resulting from the sale of the Company. |
| Remarks: |
| Karen L. Zink | 09/17/2008 | |
| ** 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. | ||