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*
Raphael Joanne H

(Last) (First) (Middle)
TWO NORTH NINTH STREET

(Street)
ALLENTOWN PA 18101

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PPL Corp [ PPL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, GC & Corp Sec
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2020
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)
Code V Amount (A) or (D) Price
Common Stock 02/14/2020 M 10,595 A $35.37 39,807.658 D
Common Stock 02/14/2020 F(1) 3,071 D $35.37 36,736.658 D
Common Stock 02/14/2020 M 14,274.004 A $35.37 51,010.662 D
Common Stock 02/14/2020 F(1) 4,453 D $35.37 46,557.662 D
Common Stock 1,664.422(2) I Held in trust pursuant to the Employee Stock Ownership Plan.
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Unit (SIP) (3) 02/14/2020 A 5,297.553 (3) (3) Common Stock 5,297.553 $0.00 10,595(4) D
Performance Stock Unit (SIP) $0.00 02/14/2020 M 10,595(2) (3) (3) Common Stock 10,595(2) $0.00 0(4) D
Stock Unit (SIP) $0.00 02/14/2020 M 14,274.004(2) (5) (5) Common Stock 14,274.004(2) $0.00 0(6) D
Explanation of Responses:
1. Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Stock Incentive Plan (SIP).
2. Total includes the reinvestment of dividends.
3. No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), the underlying securities were earned (200%) based on the Company's return on equity over a three-year performance period ending 12/31/2019. Determination of the percentage of the award earned was made by the Compensation Committee on 01/23/2020 and calculation of the underlying shares to be delivered, net of withholding, was completed on 02/14/2020.
4. As of 02/18/2020, total performance units beneficially owned is 78,175.86. This total includes the 01/25/2018 grants of 12,676.763 and 12,676.763 performance units, the 01/24/2019 grants of 13,835.158 and 13,835.158 performance units, the 06/14/2019 grants of 657.009 and 657.009 performance units, and the 01/23/2020 grants of 11,919 and 11,919 performance units, plus in the case of the 01/25/2018, 01/24/2019 and 06/14/2019 grants, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units.
5. The units vested on 02/14/2020.
6. As of 02/18/2020, total restricted stock units beneficially owned is 19,546.061. This total includes the 01/25/2018 grant of 6,338.939 restricted stock units, the 01/24/2019 grant of 6,918.105 restricted stock units, the 06/14/2019 grant of 329.017 restricted stock units, and the 01/23/2020 grant of 5,960 restricted stock units, plus in the case of the 01/25/2018, 01/24/2019 and 06/14/2019 grants, the incremental addition of restricted stock units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such restricted stock units.
Remarks:
/s/Frederick C. Paine, as Attorney-In-Fact for Joanne H. Raphael 02/18/2020
** 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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