SEC FORM 4

SEC Form 4

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

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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^*

Larkin Kathleen D

(Last)

(First)

(Middle)

1 SOUTH JERSEY PLAZA

(Street)

FOLSOM

08037

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTH JERSEY INDUSTRIES INC [ SJI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP & CHRO

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/11/2021		M		1,307⁽¹⁾⁽²⁾	A	$0.00	1,307	D
Common Stock	05/11/2021		F		410⁽³⁾	D	$25.79	897	D
Common Stock	05/11/2021		M		1,307⁽²⁾⁽⁴⁾	A	$0.00	2,204	D
Common Stock	05/11/2021		F		410⁽³⁾	D	$25.79	1,794	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0.00	05/11/2021		A			1,307.3607⁽¹⁾⁽²⁾	⁽¹⁾	⁽¹⁾	Common Stock	1,307.3607	$0.00	8,669.3255	D

Explanation of Responses:

1. Represents new hire Inducement Equity Grant issued pursuant to the South Jersey Industries, Inc. 20215 Omnibus Equity Compensation Plan. Subject to certain exceptions, 1,239 RSUs shall vest on May 11, 2021, 1,416 shall vest on January 3, 2022, and 1,594 shall vest on January 2, 2023, provided that the reporting person remains employed by the issuer.

2. Includes accrued Dividend Equivalent Shares (referred to as "DES", as defined in the Issuer's 2015 Omnibus Equity Compensation Plan).

3. Represents shares withheld for taxes in connection with Restricted Stock Units ("RSUs") that vested on May 11, 2021.

4. The shares were acquired pursuant to the vesting of performance restricted stock units (PRSU) that were granted on May 11, 2020 with a performance period beginning on May 11, 2020 and ending on December 31, 2020. Vesting of this PRSU was subject to meeting the annual individual performance goals and the grantee remaining employed on the vest date. The overall payout of the PRSU was 100%.

Remarks:

	/s /Lauren Hemple, Attorney-in-Fact	05/12/2021
	** 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).
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