Sec Form 4 Filing - Swift Philip @ PPL Corp - 2020-01-23

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 Swift Philip 2. Issuer Name and Ticker or Trading Symbol PPL Corp [ PPL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Exec of a PPL Subsidiary (Last) (First) (Middle) TWO NORTH NINTH STREET 3. Date of Earliest Transaction (MM/DD/YY) 01/23/2020 (Street) ALLENTOWN, PA18101 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 01/24/2020 M 1,185 A $ 36.53 1,185 D Common Stock 01/24/2020 F( 1 ) 557 D $ 36.53 628 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 Stock Unit (SIP) ( 2 ) 01/23/2020 A 3,003 ( 3 ) ( 3 ) Common Stock 3,003 $ 0 3,003 ( 4 ) D Performance Stock Unit (SIP) ( 5 ) 01/23/2020 A 6,006 ( 5 ) ( 5 ) Common Stock 6,006 $ 0 6,006 ( 6 ) D Performance Stock Unit (SIP) ( 7 ) 01/23/2020 A 6,006 ( 7 ) ( 7 ) Common Stock 6,006 $ 0 6,006 ( 6 ) D Performance Stock Unit (SIP) ( 8 ) 01/23/2020 J( 9 ) 5,518.658 ( 10 ) ( 8 ) ( 8 ) Common Stock 5,518.658 ( 10 ) $ 0 0 ( 6 ) D Stock Unit (ICPKE) $ 0 01/24/2020 M 1,185 ( 10 ) ( 11 ) ( 11 ) Common Stock 1,185 ( 10 ) $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Swift Philip TWO NORTH NINTH STREET ALLENTOWN, PA18101 Chief Exec of a PPL Subsidiary Signatures /s/Frederick C. Paine, as Attorney-In-Fact for Philip Swift 01/27/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Incentive Compensation Plan for Key Employees (ICPKE). ( 2 )No conversion or exercise price applies. Under the terms of the Stock Incentive Plan (SIP), a restricted stock unit converts to a share of common stock on the applicable vesting date. ( 3 )The units will vest on 01/23/2023. ( 4 )As of 01/27/2020, total restricted stock units beneficially owned is 11,628.08. This total includes the 02/17/2017 grant of 3,255 restricted stock units, the 01/25/2018 grant of 1,706 restricted stock units, the 12/20/2018 grant of 172.584 restricted stock units, the 01/24/2019 grant of 2,859.217 restricted stock units, and the 12/09/2019 grant of 632.279 restricted stock units, plus in the case of the 12/20/2018, 01/24/2019, and 12/09/2019 grants, the incremental addition of restricted stock units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such restricted stock units, and the 01/23/2020 grant of 3,003 restricted stock units. ( 5 )No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's performance relative to an industry peer group over a three-year performance period ending 12/31/2022. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation Committee in January 2023. ( 6 )As of 01/27/2020, total performance units beneficially owned is 34,264.44. This total includes the 01/25/2018 grants of 3,801.136 and 3,801.136 performance units, the 12/20/2018 grants of 344.116 and 344.116 performance units, the 01/24/2019 grants of 5,718.434 and 5,718.434 performance units, and the 12/09/2019 grants of 1,262.534 and 1,262.534 performance units, plus in each case, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units, and the 01/23/2020 grants of 6,006 and 6,006 performance units. ( 7 )No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's return on equity over a three-year performance period ending 12/31/2022. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation Committee in January 2023. ( 8 )No conversion or exercise price or exercise or expiration date applies. ( 9 )Represents 0% payout of performance units granted in 2017 due to Company performance below minimum "total shareowner return" threshold at expiration of three-year performance period. ( 10 )Total includes the reinvestment of dividends. ( 11 )The units vested on 01/24/2020.

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