Statement of Changes in Beneficial Ownership (4)
June 04 2018 - 4:50PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
SOMMA ANTHONY D
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2. Issuer Name
and
Ticker or Trading Symbol
WESTAR ENERGY INC /KS
[
WR
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP, CFO & Treasurer
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(Last)
(First)
(Middle)
818 S. KANSAS AVE.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/4/2018
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(Street)
TOPEKA, KS 66612
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, Par Value $5.00
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6/4/2018
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A
(1)
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16566
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A
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$0.00
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67410
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D
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Common Stock, Par Value $5.00
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6/4/2018
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A
(2)
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30683
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A
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$0.00
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98093
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D
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Common Stock, Par Value $5.00
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6/4/2018
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F
(3)
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24082
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D
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$55.8925
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74011
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D
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Common Stock, Par Value $5.00
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6/4/2018
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D
(4)
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74011
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D
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$55.08
(5)
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Grant of 16,566 restricted share units on 6/4/18 that will vest ratably in one third increments on the anniversary of the grant date.
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(2)
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Vesting of 30,683 performance-based restricted share units that were granted on 2/24/16, 2/26/17 and 2/21/18. Under the terms of the grants of performance-based restricted share units, the number of shares to be received at vesting is increased or decreased based on the Issuer's Total Shareholder Return as compared to the Total Shareholder Return for a defined Peer Group of companies for the defined Performance Period. Under the terms of a merger agreement between Westar Energy, Inc. and Great Plains Energy Incorporated, performance-based restricted share units vest on the merger closing date at the greater of the target award or the actual number based on the performance criteria. The determination that the performance criteria relating to the grant had been met and the calculation of the number of shares to be distributed were completed on 6/4/18.
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(3)
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Forfeiture of 24,082 shares for the payment of taxes upon the vesting and distribution of 54,298 time-based and performance-based restricted share units granted on 2/24/16, 2/26/17 and 2/21/18.
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(4)
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Shares of Westar Energy, Inc. stock and the restricted share units granted on 6/4/18 were exchanged for shares of Evergy, Inc. stock and Evergy, Inc. restricted share units pursuant to a merger agreement between Westar Energy, Inc. and Great Plains Energy Incorporated on a 1 to 1 basis.
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(5)
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Solely for purposes of this filing, the estimated market value per share of Evergy, Inc. common stock on 6/4/18 was $55.08 per share (the closing stock price of the common stock of Westar Energy, Inc. as reported on the New York Stock Exchange on 6/1/18).
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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SOMMA ANTHONY D
818 S. KANSAS AVE.
TOPEKA, KS 66612
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SVP, CFO & Treasurer
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Signatures
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Cynthia S. Couch by power of attorney
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6/4/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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