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SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
IRICK LARRY D

(Last) (First) (Middle)
818 S. KANSAS AVE.

(Street)
TOPEKA KS 66612

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WESTAR ENERGY INC /KS [ WR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP, Gen Counsel & Corp Sec
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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, Par Value $5.00 06/04/2018 A(1) 20,572 A $0.00 92,245 D
Common Stock, Par Value $5.00 06/04/2018 F(2) 15,373 D $55.8925 76,872 D
Common Stock, Par Value $5.00 06/04/2018 F(3) 87 D $55.8925 76,785 D
Common Stock, Par Value $5.00 06/04/2018 F(4) 427 D $55.08 76,358 D
Common Stock, Par Value $5.00 06/04/2018 D(5) 76,358 D $55.08(6) 0 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Vesting of 20,572 performance-based restricted share units that were granted on 2/24/16, 2/26/17 and 2/21/18. Under the terms of the grants of performance-based restricted share units, the number of shares to be received at vesting is increased or decreased based on the Issuer's Total Shareholder Return as compared to the Total Shareholder Return for a defined Peer Group of companies for the defined Performance Period. Under the terms of a merger agreement between Westar Energy, Inc. and Great Plains Energy Incorporated, performance-based restricted share units vest on the merger closing date at the greater of the target award or the actual number based on the performance criteria. The determination that the performance criteria relating to the grant had been met and the calculation of the number of shares to be distributed were completed on 6/4/18.
2. Forfeiture of 15,373 shares for the payment of taxes upon the vesting and distribution of 36,387 time-based and performance-based restricted share units granted on 2/24/16, 2/26/17 and 2/21/18.
3. Forfeiture of 87 shares for the payment of taxes upon the distribution of deferred shares.
4. Forfeiture of 427 shares for the payment of taxes upon the distribution of deferred stock for compensation shares.
5. Shares of Westar Energy, Inc. stock and deferred Westar Energy, Inc. stock units were exchanged for shares of Evergy, Inc. stock pursuant to a merger agreement between Westar Energy, Inc. and Great Plains Energy Incorporated on a 1 to 1 basis.
6. Solely for purposes of this filing, the estimated market value per share of Evergy, Inc. common stock on 6/4/18 was $55.08 per share (the closing stock price of the common stock of Westar Energy, Inc. as reported on the New York Stock Exchange on 6/1/18).
Remarks:
Cynthia S. Couch by power of attorney 06/04/2018
** Signature of Reporting Person Date
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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