X0303 4 2010-12-15 0 0000203248 SOUTHERN UNION CO SUG 0001315134 Herschmann Eric D 5444 WESTHEIMER ROAD HOUSTON TX 77056-5306 1 1 0 0 Vice Chairman, President & COO Common Stock 2010-12-15 4 F 0 39706 24.34 D 565140.1 D Common Stock 12100 I Owned by Children Employee Stock Option (right to purchase) 23.6191 2015-06-27 Common Stock 262500 262500 D Employee Stock Option (right to purchase) 23.63 2015-12-30 Common Stock 100000 100000 D Employee Stock Option (right to purchase) 28.48 2017-12-17 Common Stock 275629 275629 D Employee Stock Option (right to purchase) 12.55 2018-12-15 Common Stock 207066 292934 D Employee Stock Option (right to purchase) 21.64 2019-12-15 Common Stock 140107 140107 D Employee Stock Option (right to purchase) 24.80 2010-12-13 4 A 0 114598 A 2020-12-13 Common Stock 114598 114598 D On December 15, 2010, restrictions expired on 69,022 restricted shares awarded to the Reporting Person on Grant Date 2008. To cover the cost of the taxes associated with the expiration of the restrictions on the restricted shares, 25,158 shares were withheld. The Reporting Person held the remaining 43,864 shares. On December 15, 2010, restrictions also expired on 39,914 restricted shares awarded to the Reporting Person on Grant Date 2009. To cover the cost of the taxes associated with the expiration of the restrictions on the restricted shares, 14,548 shares were withheld. The Reporting Person held the remaining 25,366 shares. This share amount includes 103,457 restricted shares awarded to the Reporting person on December 13, 2010 ("Grant Date 2010"). The restrictions on the restricted stock will expire in equal installments on the first, second and third anniversaries of Grant Date 2010. The expiration of the restrictions on the restricted shares will be accelerated upon (i) a change in control of the Company or (ii) the death, disability or termination of employment without cause of the Reporting Person. This share amount includes 119,743 restricted shares awarded to the Reporting person on December 15, 2009 ("Grant Date 2009"). The restrictions on the restricted stock will expire in equal installments on the first, second and third anniversaries of Grant Date 2009. Restrictions on 39,914 restricted shares will expire on December 15, 2010. The expiration of the restrictions on the restricted shares will be accelerated upon (i) a change in control of the Company or (ii) the death, disability or termination of employment without cause of the Reporting Person. This share amount includes 207,066 restricted shares awarded for the Reporting Person on December 15, 2008 ("Grant Date 2008"). To date, restrictions on 69,022 restricted shares awarded on Grant Date 2008 have expired. Restrictions on an additional 69,022 restricted shares will expire on December 15, 2010. The expiration of the restrictions on the restricted shares will be accelerated upon (i) a change in control of the Company or (ii) the death, disability or termination of employment without cause of the Reporting Person. The share amount includes 58,022 restricted shares awarded on December 17, 2007 ("Grant Date 2007"). To date restrictions on 38,681 restricted shares awarded on Grant Date 2007 have expired. Restrictions on the remaining 19,341 restricted shares will expire on December 17, 2010. The expiration of the restrictions on the restricted shares will be accelerated upon (i) a change in control of the Company or (ii) the death, disability or termination without cause of the Reporting Person. The Reporting Person may be deemed to hold indirectly 12,100 shares owned by his minor children; however, the Reporting Person disclaims any beneficial ownership of these shares, except to the extent of his pecuniary interest therein. These options are fully vested and currently exercisable. The expiration of these stock options shall not be accelerated. Each stock option was awarded at an exercise price of $28.48 per share, which was equal to the closing price on Grant Date 2007. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2007. The vesting of these options will be accelerated in the event of (i) a change of control of the Company; or (ii) the death, disability or termination of employment without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. To date, 183,753 stock options have vested and are exerciseable. The remaining 91,877 options will vest on December 17, 2010. Each stock option was awarded at an exercise price of $12.55 per share, which was equal to the closing price on Grant Date 2008. The stock options awarded will vest in equal increments on the first, second and third anniversaries of Grant Date 2008. The vesting of these options will be accelerated in the event of (i) a change of control of the Company or (ii) the death, disability or termination of employment without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. To date, 69,022 stock options have vested and are exerciseable. An additional 69,022 options will vest on December 15, 2010. Each stock option was awarded at an exercise price of $21.64 per share, which price is equal to the closing price on Grant Date 2009. The options awarded will vest in equal installments on the first, second and third anniversaries of Grant Date 2009. The vesting of the options will be accelerated in the event of (i) a change of control of the Company or (ii) the death, disability or termination without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. 46,702 options of the award will vest on December 15, 2010. Each stock option was awarded at an exercise price of $24.80 per share, which price is equal to the closing price on Grant Date 2010. The options awarded will vest in equal installments on the first, second and third anniversaries of Grant Date 2010. The vesting of the options will be accelerated in the event of (i) a change of control of the Company or (ii) the death, disability or termination without cause of the Reporting Person. The expiration of the options shall not be accelerated, except in the event of a termination of employment with cause or by a voluntary termination of employment. Robert M. Kerrigan, III for Eric D. Herschmann 2010-12-17