0001209191-13-029257.txt : 20130528 0001209191-13-029257.hdr.sgml : 20130527 20130528204413 ACCESSION NUMBER: 0001209191-13-029257 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130515 FILED AS OF DATE: 20130528 DATE AS OF CHANGE: 20130528 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BEMENT ROBERT S CENTRAL INDEX KEY: 0001577760 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08962 FILM NUMBER: 13876571 MAIL ADDRESS: STREET 1: 400 NORTH FIFTH STREET STREET 2: MS 8602 CITY: PHOENIX STATE: AZ ZIP: 85004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PINNACLE WEST CAPITAL CORP CENTRAL INDEX KEY: 0000764622 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 860512431 STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 400 NORTH FIFTH STREET STREET 2: MS8695 CITY: PHOENIX STATE: AZ ZIP: 85004 BUSINESS PHONE: 602 250 1000 MAIL ADDRESS: STREET 1: 400 NORTH FIFTH STREET STREET 2: MS8695 CITY: PHOENIX STATE: AZ ZIP: 85004 FORMER COMPANY: FORMER CONFORMED NAME: AZP GROUP INC DATE OF NAME CHANGE: 19870506 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2013-05-15 0 0000764622 PINNACLE WEST CAPITAL CORP PNW 0001577760 BEMENT ROBERT S 400 NORTH FIFTH STREET MS 8602 PHOENIX AZ 85004 0 1 0 0 SVP, Site Ops PVNGS, APS Common Stock 5447 I by trust Restricted Stock Units Common Stock 666 D Restricted Stock Units Common Stock 1350 D Restricted Stock Units Common Stock 2136 D Restricted Stock Units Common Stock 2456 D Restricted Stock Units Common Stock 5996 D Restricted Stock Units Common Stock 543 D The Restricted Stock Units vest and will be settled on February 20, 2014. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in shares of common stock or cash. The Restricted Stock Units vest and will be settled as follows: 675 will vest on each of February 20, 2014 and February 20, 2015. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in shares of common stock or 50% in common stock and 50% in cash. The Restricted Stock Units vest and will be settled as follows: 712 will vest on each of February 20, 2014, February 20, 2015, and February 20, 2016. The Restricted Stock Units vest and will be settled in four equal, annual installments beginning on February 20, 2014. The Restricted Stock Units vested 50% on February 15, 2013, and will vest 25% on February 15, 2014 and 25% on February 15, 2015, and vested shares will be released to the reporting person upon his retirement or other separation from the Company. Each Restricted Stock Unit is the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled in shares of common stock. Additional Restricted Stock Units credited on each dividend payment date from the original date of the grant referenced in Footnote 8 above, equal to the amount of such dividends paid on such date divided by the fair market value of one share of common stock on such date. The Restricted Stock Units vested 50% on February 15, 2013, and will vest 25% on February 15, 2014 and 25% on February 15, 2015, and vested shares will be released to the reporting person upon his retirement or other separation from the Company. /s/ Diane Wood, Attorney-in-Fact 2013-05-28 EX-24.3_474957 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of David P. Falck and Diane Wood, or either of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney in fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Pinnacle West Capital Corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 22nd day of May, 2013. /s/ Robert S. Bement Signature Robert S. Bement Print Name