Sec Form 4 Filing - MACFARLANE CHARLES S @ Otter Tail Corp - 2020-02-06

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
MACFARLANE CHARLES S
2. Issuer Name and Ticker or Trading Symbol
Otter Tail Corp [ OTTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President & CEO
(Last) (First) (Middle)
215 S CASCADE ST
3. Date of Earliest Transaction (MM/DD/YY)
02/06/2020
(Street)
FERGUS FALLS, MN56537-2801
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 02/06/2020 M 7,875 A 171,657 D
Common Stock 02/06/2020 F 3,336 ( 2 ) D $ 54.42 168,321 ( 3 ) ( 4 ) D
Common Stock 2,599 I by ESOP
Common Stock 2,039 I by Daughter
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 Units ( 1 ) 02/06/2020 M 2,375 02/06/2020( 5 ) ( 5 ) Common Stock 0 $ 0 0 D
Restricted Stock Units ( 1 ) 02/06/2020 M 1,725 02/06/2020( 6 ) ( 6 ) Common Stock 1,725 $ 0 1,725 D
Restricted Stock Units ( 1 ) 02/06/2020 M 1,800 02/06/2019( 7 ) ( 7 ) Common Stock 3,600 $ 0 3,600 D
Restricted Stock Units ( 1 ) 02/06/2020 M 1,975 02/06/2020( 7 ) ( 7 ) Common Stock 5,925 $ 0 5,925 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MACFARLANE CHARLES S
215 S CASCADE ST
FERGUS FALLS, MN56537-2801
President & CEO
Signatures
/s/ Charles S MacFarlane by Ella Leapaldt, Attorney-in-Fact 02/10/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Each restricted stock unit represents a contingent right to receive one share of Otter Tail Corporation common stock.
( 2 )These shares were withheld by the Corporation to pay taxes due upon vesting of this award, exempt pursuant to Rule 16b-3(e).
( 3 )Total direct holdings include shares acquired through the Dividend Reinvestment Plan, the Employee Stock Purchase Plan and shares acquired pursuant to Stock Options, Restricted Stock Awards, Restricted Stock Units and Performance Share Awards.
( 4 )The reporting person no longer has a reportable beneficial interest in 1,984 shares of Otter Tail Corporation common stock owned by his son and included in the reporting person's prior reports as indirect holdings.
( 5 )The restricted stock units vest in four equal annual installments which began February 6, 2017.
( 6 )The restricted stock units vest in four equal annual installments which began February 6, 2018.
( 7 )The restricted stock units vest in four equal annual installments beginning the date shown above.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.