Sec Form 4 Filing - TARRY JOSEPH DON @ PNM RESOURCES INC - 2016-03-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
TARRY JOSEPH DON
2. Issuer Name and Ticker or Trading Symbol
PNM RESOURCES INC [ PNM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP and Corporate Controller
(Last) (First) (Middle)
CORPORATE HEADQUARTERS MS1275
3. Date of Earliest Transaction (MM/DD/YY)
03/04/2016
(Street)
ALBUQUERQUE, NM87158-1275
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 ( 1 ) 03/04/2016 M 425 A 13,082 D
Common Stock ( 2 ) 03/04/2016 F 138 D $ 32.89 ( 2 ) 12,944 D
Common Stock 03/04/2016 S 3,000 D $ 32.32 ( 3 ) 9,944 D
Common Stock ( 1 ) 03/05/2016 M 402 A 10,346 D
Common Stock ( 2 ) 03/05/2016 F 130 D $ 32.89 ( 2 ) 10,216 D
Common Stock ( 1 ) 03/06/2016 M 428 A 10,644 D
Common Stock ( 2 ) 03/06/2016 F 139 D $ 32.89 ( 2 ) 10,505 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Rights ( 4 ) 03/04/2016 M 425 ( 5 ) ( 5 ) Common Stock 425 $ 0 3,259 D
Restricted Stock Rights ( 4 ) 03/05/2016 M 402 ( 5 ) ( 5 ) Common Stock 402 $ 0 2,857 D
Restricted Stock Rights ( 4 ) 03/06/2016 M 428 ( 5 ) ( 5 ) Common Stock 428 $ 0 2,429 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TARRY JOSEPH DON
CORPORATE HEADQUARTERS MS1275
ALBUQUERQUE, NM87158-1275
VP and Corporate Controller
Signatures
/s/ Laurie S. Monfiletto, POA for Joseph Don Tarry 03/08/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the portions of previous awards of restricted stock rights that vested effective as of March 4, March 5, and March 6, 2016.
( 2 )Represents shares withheld by PNM Resources, Inc. to satisfy the tax withholding obligations arising in connection with the vesting of the restricted stock rights referenced in (1) above. The company utilizes a modified "share withholding" approach in connection with settling awards of restricted stock rights upon vesting, in which it (i) withholds (in cash) the amount required to satisfy the tax withholding obligations and remits such amount to the relevant tax authorities, and (ii) directs a designated broker to purchase on the open market the number of shares of the company's common stock that can be acquired with the after-tax value of the vested restricted stock rights award at the prevailing market price. Only these "net shares" are delivered to the recipient of the award.
( 3 )Price represents a weighted average fill price ranging from 32.30 to 32.33.
( 4 )Each restricted stock right represents a contingent right to receive one share of PNM Resources, Inc. common stock.
( 5 )The restricted stock units vest in three equal annual installments. Vested shares will be delivered to the reporting person on the applicable vesting dates (or, if the company is in a blackout period under its insider trading policy on any vesting date, at a later date after such blackout period ends).

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).
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