Sec Form 4 Filing - Kurtz Richard Jason @ SOUTHWESTERN ENERGY CO - 2021-02-23

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
Kurtz Richard Jason
2. Issuer Name and Ticker or Trading Symbol
SOUTHWESTERN ENERGY CO [ SWN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President
(Last) (First) (Middle)
10000 ENERGY DRIVE, P. O. BOX 12359
3. Date of Earliest Transaction (MM/DD/YY)
02/23/2021
(Street)
SPRING, TX77391-2359
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 02/26/2021 M 11,905 A $ 0 55,326 D
Common Stock 02/26/2021 F( 1 ) 2,899 D $ 4.05 52,427 D
Common Stock 02/26/2021 M( 2 ) 18,610 A $ 0 71,037 D
Common Stock 02/26/2021 F 4,533 D $ 4.05 66,504 D
Common Stock 02/27/2021 M 10,667 A $ 0 77,171 D
Common Stock 02/27/2021 F( 1 ) 2,598 D $ 4.05 74,573 D
Common Stock 02/27/2021 A( 3 ) 26,669 A $ 0 101,242 D
Common Stock 02 /27/2021 F 6,495 D $ 4.05 94,747 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 Unit $ 0 02/23/2021 02/26/2021 A 45,810 ( 4 ) ( 4 ) Common Stock 45,810 ( 4 ) 45,810 D
Restricted Stock Unit ( 5 ) 02/26/2021 M 11,905 ( 5 ) ( 5 ) Common Stock 11,905 $ 0 23,810 D
Restricted Stock Unit ( 6 ) 02/26/2021 M( 2 ) 18,610 ( 6 ) ( 6 ) Common Stock 18,610 $ 0 91,820 D
Restricted Stock Unit $ 0 ( 7 ) 02/27/2021 M 10,667 ( 8 ) ( 8 ) Common Stock 10,667 $ 0 10,668 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kurtz Richard Jason
10000 ENERGY DRIVE
P. O. BOX 12359
SPRING, TX77391-2359
Vice President
Signatures
/s/ Melissa D. McCarty, attorney-in-fact for Mr. Kurtz 03/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents net share settlement of common stock award to satisfy withholding taxes.
( 2 )Each Restricted Stock Unit ("RSU") has the economic equivalent of one share of Southwestern Energy Company ("SWN") common stock. The RSUs vesting on February 26, 2021 and February 27, 2021 were settled in common stock based on the closing price of SWN common stock on the vesting date.
( 3 )Distribution to reporting person of Issuer's common stock pursuant to Performance Unit Award Agreement dated February 27, 2018.
( 4 )On February 23, 2021, the reporting person was granted restricted stock units, vesting in three equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Vesting units will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.
( 5 )On February 26, 2019, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with the required years of service, or a change in control. Vesting RSUs will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.
( 6 )On February 26, 2020, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control.Each restricted stock unit that vests will entitle the holder to receive, payable in common stock or cash at the Compensation Committee's option, a value based on an adjusted stock price, calculated as the sum of (1) the closing stock price on the date of grant and (2) 50 percent of the difference between (a) the closing stock price on the date of vesting and (b) the closing stock price on the date of grant. The reporting person received 378,903 shares of common stock in settlement of the restricted stock units granted on February 26, 2020. In accordance with the terms of the award agreement, the number of shares of common stock are less than the number of restricted stock units granted.
( 7 )Each restricted stock unit represents a contingent right to receive one share of SWN common stock or an amount in cash equal to the Fair Market Value of one share of SWN common stock.
( 8 )On February 27, 2018, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Vesting units will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.

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