Sec Form 4 Filing - Prager Frank P @ XCEL ENERGY INC - 2022-02-22

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
Prager Frank P
2. Issuer Name and Ticker or Trading Symbol
XCEL ENERGY INC [ XEL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Strategy, Planning & Ext.
(Last) (First) (Middle)
414 NICOLLET MALL
3. Date of Earliest Transaction (MM/DD/YY)
02/22/2022
(Street)
MINNEAPOLIS, MN55401
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 02/22/2022 A 1,961.977( 1 ) A $ 0 30,783.977 D
Common Stock 02/22/2022 M 942.36 A 31,726.337 D
Common Stock 02/22/2022 F 1,552.337( 3 ) D $ 66 30,174 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 Units ( 2 ) 02/22/2022 M 942.36( 4 ) ( 5 ) ( 5 ) Common Stock 0 $ 0 942.36 D
Phantom Stock ( 6 ) 02/22/2022 A 476 ( 7 ) ( 7 ) Common Stock 476 $ 66 1,023.419( 8 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Prager Frank P
414 NICOLLET MALL
MINNEAPOLIS, MN55401
SVP, Strategy, Planning & Ext.
Signatures
Gioia M. Gentile, Attorney in Fact for Frank P. Prager 02/24/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents the settlement of performance share unit awards for the 2019-2021 performance period.
( 2 )Restricted stock units are settled in common stock on a one-for-one basis.
( 3 )Represents the withholding of shares to satisfy tax obligations upon the settlement of performance share unit awards and restricted stock unit awards for the 2019-2021 performance period. Fractional share interests were settled in cash.
( 4 )Number of units shown reflects 48.012 additional units due to the reinvestment of dividend equivalents since the award was originally reported on Form 3.
( 5 )Award vested on December 31, 2021 but was settled in shares of common stock on February 22, 2022.
( 6 )Each share of phantom stock represents the right to receive the cash value of one share of common stock.
( 7 )Shares of phantom stock become payable in accordance with the reporting person's distribution elections made pursuant to the Xcel Energy Deferred Compensation Plan (the "Plan"). Subject to certain timing restrictions and other limitations based on the source of the amount deferred, the reporting person may generally transfer some or all of the balance in the Plan's Company stock account into an alternative Plan investment account.
( 8 )The number of shares of phantom stock reflects both additional shares credited upon the deemed reinvestment of dividend equivalents as reported in the most recent report from the Plan administrator, as well as minor adjustments to the number of phantom shares credited to the reporting person's Company stock account due to the unitized nature of the Plan's Company stock fund.

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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