X0306 4 2015-12-15 0 0000078460 PIEDMONT NATURAL GAS CO INC PNY 0001238180 SKAINS THOMAS E C/O PIEDMONT NATURAL GAS CO PO BOX 33068 CHARLOTTE NC 28233 1 1 0 0 Chairman, President and CEO Common Stock 2015-12-15 4 A 0 34843 0 A 317086 D Common Stock 2015-12-15 4 F 0 28538 0 A 288548 D Issued as accelerated vesting of 2016 LTIP Award and 2017 LTIP Award under registrant's Incentive Compensation Plan. These shares are restricted, subject to full or partial cancellation under certain circumstances and for such period as described in the form of Share Repayment Agreement filed by the registrant in a Form 8-K on December 16, 2015. Shares were valued at closing price of $56.85 on December 14, 2015, which was the day prior to vesting. This number does not include 2,990.57 shares that are held indirectly by Mr. Skains in his 401(k) account. Withheld to satisfy tax withholding obligations on (1) December 15, 2015 vesting of 30% of Mr. Skains' previously reported Retention Award equity units, plus 3,024 shares representing dividends that had accrued on such equity units and converted into additional equity units and (2) accelerated vesting of the remaining 50% of his Retention Award equity units (plus 5,040 shares representing dividends that had accrued on such equity units and converted into additional equity units) that would otherwise have vested on December 15, 2016 if Mr. Skains was an employee of the registrant on such date. Includes 59,824 equity units issued under a previously reported Retention Award, plus accrued dividends. The vested awards are payable in the form of one share of registrant's common stock per equity unit. Includes 19,554 shares of restricted common stock that are subject to full or partial cancellation under certain circumstances and for such period as described in the form of Share Repayment Agreement between the registrant and the reporting person filed by the registrant in a Form 8-K on December 16, 2015. /s/ Judy Z. Mayo by limited power of attorney for Thomas E. Skains 2015-12-17