X0303 4 2009-02-06 0001085392 PUGET ENERGY INC /WA PSD 0001214417 OCONNOR JENNIFER L 10885 NE 4TH STREET, PSE-12 BELLEVUE WA 98004-5591 1 Sr VP and General Counsel Common 2009-01-30 5 G 0 400 0 D 28754 D Common 2009-02-06 4 D 0 28754 30 D 0 D LTIP 0 2009-02-06 4 D 0 7734 0 D 2008-12-31 2008-12-31 Common 7734 0 D LTIP 0 2009-02-06 4 D 0 6789 0 D 2009-12-31 2009-12-31 Common 6789 0 D LTIP 0 2009-02-06 4 D 0 5283 0 D 2010-12-31 2010-12-31 Common 5283 0 D Disposed of pursuant to merger agreement among the issuer, Padua Holdings LLC (now Puget Holdings LLC), Padua Intermediate Holdings Inc. (now Puget Intermediate Holdings Inc.) and Padua Merger Sub Inc. (which later changed its name to Puget Merger Sub Inc.) in exchange for a cash payment of $30 per share, less any applicable tax withholding. Performance shares grants under the Puget Energy Long Term Incentive Plan (LTIP) for Officers and Key Employees. LTIP performance shares are paid in stock (or cash) when vested from zero to 175% of LTIP performance shares granted. Disposed of pursuant to the merger agreement referenced above in exchange for a cash payment equal to $30.00 per share for the number of shares that were issuable upon the achievement, for each outstanding award cycle, of (i) the target performance level for the applicable cycle and (ii) the performance measures that the issuer had achieved for the applicable cycle during the period commencing upon the starting year of such cycle and ending with the fiscal quarter immediately preceding the merger, plus the dividend equivalents associated with the number of shares. LTIP share grants under the Puget Energy Long-Term Incentive Plan for Officers and Key Employees. LTIP Shares are paid in stock (or up to 50% in cash) when vested in an amount ranging from zero to 155.5% of LTIP Share Grants. Since the date of the reporting person's last ownership report, the reporting person transferred 2,000 shares of issuer's common stock previously reported as owned indirectly through a brokerage account to reporting person's ex-spouse pursuant to a domestic relations order. The reporting person no longer reports as beneficially owned any securities owned by the reporting person's ex-spouse. /s/ Samuel S. Osborne, Attorney-in-Fact 2009-02-09