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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/29/11 Arizona Public Service Co 10-Q 3/31/11 52:5.9M Donnelley … Solutions/FA Pinnacle West Capital Corp |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 565K
2: EX-10.1 Material Contract HTML 301K
3: EX-10.2 Material Contract HTML 287K
4: EX-10.3 Material Contract HTML 258K
5: EX-10.4 Material Contract HTML 55K
6: EX-10.5 Material Contract HTML 46K
7: EX-10.6 Material Contract HTML 49K
8: EX-12.1 Statement re: Computation of Ratios HTML 26K
9: EX-12.2 Statement re: Computation of Ratios HTML 26K
10: EX-12.3 Statement re: Computation of Ratios HTML 34K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 21K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 21K
13: EX-31.3 Certification -- §302 - SOA'02 HTML 21K
14: EX-31.4 Certification -- §302 - SOA'02 HTML 21K
15: EX-32.1 Certification -- §906 - SOA'02 HTML 18K
16: EX-32.2 Certification -- §906 - SOA'02 HTML 18K
41: XML IDEA XML File -- Definitions and References XML 113K
47: XML IDEA XML File -- Filing Summary XML 61K
45: XML.R1 Document and Entity Information XML 387K
46: XML.R2 Condensed Consolidated Statements of Income XML 421K
(Unaudited)
30: XML.R3 Condensed Consolidated Statements of Income XML 52K
(Unaudited) (Parenthetical)
35: XML.R4 Condensed Consolidated Balance Sheets (Unaudited) XML 733K
39: XML.R5 Condensed Consolidated Statements of Cash Flows XML 485K
(Unaudited)
38: XML.R6 Consolidation and Nature of Operations XML 71K
50: XML.R7 Long-term Debt and Liquidity Matters XML 50K
26: XML.R8 Regulatory Matters XML 83K
37: XML.R9 Retirement Plans and Other Benefits XML 55K
25: XML.R10 Business Segments XML 51K
24: XML.R11 Income Taxes XML 42K
29: XML.R12 Variable-Interest Entities XML 47K
43: XML.R13 Derivative Accounting XML 105K
31: XML.R14 Changes in Equity XML 68K
32: XML.R15 Commitments and Contingencies XML 50K
36: XML.R16 Other Income and Other Expense XML 47K
52: XML.R17 Guarantees and Surety Bonds XML 48K
28: XML.R18 Earnings Per Share XML 47K
23: XML.R19 Discontinued Operations XML 48K
34: XML.R20 Fair Value Measurements XML 127K
42: XML.R21 Asset Retirement Obligations XML 41K
27: XML.R22 Condensed Consolidated Statements of Income (Apsc) XML 459K
(Unaudited)
40: XML.R23 Condensed Consolidated Balance Sheets (Apsc) XML 1.37M
(Unaudited)
33: XML.R24 Condensed Consolidated Statements of Cash Flows XML 839K
(Apsc) (Unaudited)
49: XML.R25 S-1. Changes in Equity (Apsc) XML 109K
44: XML.R26 S-2. Other Income and Other Expense (Apsc) XML 70K
48: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 547K
17: EX-101.INS XBRL Instance -- pnw-20110331 XML 652K
19: EX-101.CAL XBRL Calculations -- pnw-20110331_cal XML 313K
22: EX-101.DEF XBRL Definitions -- pnw-20110331_def XML 228K
20: EX-101.LAB XBRL Labels -- pnw-20110331_lab XML 490K
21: EX-101.PRE XBRL Presentations -- pnw-20110331_pre XML 497K
18: EX-101.SCH XBRL Schema -- pnw-20110331 XSD 63K
51: ZIP XBRL Zipped Folder -- 0000950123-11-041426-xbrl Zip 88K
| Exhibit 10.5 |
| A. | The Board of Directors of the Company (the “Board of Directors”) has adopted, and the Company’s shareholders have approved, the Pinnacle West Capital Corporation 2007 Long-Term Incentive Plan (the “Plan”), pursuant to which Restricted Stock Units and Dividend Equivalents may be granted to employees of the Company and its Subsidiaries and certain other individuals. |
| B. | The Company desires to grant to Employee Restricted Stock Units and Dividend Equivalents under the terms of the Plan. | ||
| C. | Pursuant to the Plan, the Company and Employee agree as follows: |
| 1. | Grant of Award. Pursuant to action of the Committee which was taken on the Date of Grant, the Company grants to Employee (x,xxx) Restricted Stock Units and Dividend Equivalents based on the dividends declared on the shares of Stock to which such Restricted Stock Units relate. |
| 2. | Award Subject to Plan. This Restricted Stock Unit Award and the related Dividend Equivalent Award are granted under and are expressly subject to all of the terms and provisions of the Plan, which terms are incorporated herein by reference, and this Award Agreement. |
| 3. | Vesting of Restricted Stock Units. The Restricted Stock Units granted pursuant to Section 1 will vest and no longer be subject to the restrictions of and forfeiture under this Award Agreement on four (4) “Vesting Dates” as follows: |
| (a) | x,xxx Restricted Stock Units will vest on February 20, 2012; |
| (b) | x,xxx Restricted Stock Units will vest on February 20, 2013; |
| (c) | x,xxx Restricted Stock Units will vest on February 20, 2014; and |
| (d) | The remaining x,xxx Restricted Stock Units will vest on February 20, 2015. |
| 4. | Payment. |
| (a) | Time and Form of Payment. Subject to the provisions of this Award Agreement and the Plan, when a Restricted Stock Unit vests on one of the Vesting Dates set forth in clauses (a), (b), (c) or (d) of Section 3 above, Employee shall receive in exchange for each Restricted Stock Unit one unrestricted fully transferrable share of Stock. Employee may elect, pursuant to Section 4(b), to receive payment for the Restricted Stock Units payable on any Vesting Date in the form of fully transferrable shares of Stock or 50% cash and 50% in unrestricted fully transferrable shares of Stock. If a Restricted Stock Unit vests prior to the applicable Vesting Date due to Employee’s Retirement, the transfer or payment will be deferred until the applicable Vesting Date. Any cash payment will be based on the Fair Market Value of one share of Stock determined as of the Vesting Date on which the Restricted Stock Unit vests. The transfer or payment shall be made within 90 days of the applicable Vesting Date. |
| (b) | Election of Form of Payment. Within 75 days after the Date of Grant, Employee must elect to receive payment for Employee’s vested Restricted Stock Units and Dividend Equivalents in fully transferable shares of Stock or 50% in cash and 50% in fully transferrable shares of Stock by completing and returning to the Company the election form attached to this Agreement. In the absence of a timely election by Employee, Employee will receive payment for the vested Restricted Stock Units and Dividend Equivalents in fully transferable shares of Stock. |
| (c) | Dividend Equivalents. In satisfaction of the Dividend Equivalents Award made pursuant to Section 1, at the time of the Company’s delivery of payment pursuant to Section 4(a), the Company also will deliver to Employee a payment equal to the amount of dividends, if any, that Employee would have received if Employee had directly owned the Stock to which the Restricted Stock Units relate from the Date of Grant to the applicable Vesting Date, plus interest on such amount at the rate of 5 percent compounded quarterly, as determined pursuant to the Plan. Pursuant to the election filed by the Employee pursuant to Section 4(b), payment for the Dividend Equivalents and interest will be made in fully transferrable shares of Stock, or 50% in cash and 50% in fully transferrable shares of Stock. The number of shares of Stock distributed to Employee will be determined by dividing the amount for the Dividend Equivalents and interest allocated to the Stock by the Fair Market Value of one share of Stock as of the applicable Vesting Date. No fractional Stock shall be issued. If the Stock payout results in a fractional share of one-half or greater, such fraction will be increased to provide for the issuance of a full share of Stock. |
| (d) | Pension. The value of the shares of Stock distributed upon payment for the Restricted Stock Units and Dividend Equivalents will be disregarded for purposes of calculating the amount of Employee’s benefit under any Company retirement plans. |
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| 5. | Termination of Award. Except as otherwise provided in Section 3 with respect to Employee’s Retirement, in the event of the termination of Employee’s active employment with the Company or any of its Subsidiaries, whether due to voluntary or involuntary termination, death, disability or otherwise, Employee’s right to vest in any additional Restricted Stock Units or Dividend Equivalents under the Plan or this Award Agreement, if any, will terminate. Any unvested Restricted Stock Units and the related Dividend Equivalents will be forfeited effective as of the date that Employee terminates active employment with the Company or any of its Subsidiaries. | ||
| 6. | Section 409A Compliance. |
| (a) | Purpose of this Provision. Section 409A of the Code imposes a number of requirements on “non-qualified deferred compensation” plans and arrangements. Based on regulations issued by the Internal Revenue Service, the Company has concluded that this Award of Restricted Stock Units is subject to Section 409A. As a result, unless the Plan and this Award Agreement are administered to comply with Section 409A and the new rules, Employee will be required to pay an additional twenty percent (20%) tax (in addition to regular income taxes) on the compensation provided by this Award Agreement. In addition, under Section 409A additional interest will be payable. |
| (b) | Compliance with Section 409A. The Company intends to comply with Section 409A by assuring that all amounts to which Employee becomes entitled hereunder are payable at a specified time or pursuant to a fixed schedule within the meaning of Treas. Reg. § 1.409A-3(a)(4). As a result, no payment or transfer shall be made to Employee prior to the applicable Vesting Date. The provisions of this Section 6(b) apply to all amounts due pursuant to this Award Agreement. |
| (c) | Miscellaneous Payment Provisions. If the Company fails to make a payment (including a transfer of Stock), either intentionally or unintentionally, within the period required by Section 4, but the payment is made within the same calendar year, it will be treated as made within the period required by Section 4 pursuant to Treas. Reg. § 1.409A-3(d). In addition, if a payment is not made due to a dispute in payments, payments can be delayed in accordance with Treas. Reg. § 1.409A-3(g). |
| (d) | Restriction on Acceleration or Further Deferral. Under no circumstances may the time or schedule of any payment made or benefit provided pursuant to this Award Agreement be accelerated or subject to a further deferral except as otherwise permitted or required pursuant to regulations and other guidance issued pursuant to Section 409A of the Code. |
| (e) | No Elections. Employee does not have any right to make any election regarding the time or form of any payment due under this Award Agreement other than the election described in Section 4(b). |
| (f) | Compliant Operation and Interpretation. The Plan and this Award Agreement shall be administered in compliance with Section 409A and each provision of the Award Agreement and the Plan shall be interpreted, to the extent possible, to comply with Section 409A. |
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| 7. | Tax Withholding. Employee is responsible for any and all federal, state, and local income, payroll or other tax obligations or withholdings (collectively, the “Taxes”) arising out of this Award. Employee shall pay any and all Taxes due prior to the payout of Stock or cash hereunder by check or other arrangement acceptable to the Company. Employee shall pay any and all Taxes due in connection with a payout of Stock or cash hereunder by check or by having the Company withhold cash or shares of Stock from such payout. Within 75 days after the Date of Grant, Employee must elect, on the election form described in Section 4(b), how Employee will satisfy the tax obligations upon a payout. In the absence of a timely election by Employee, Employee’s tax withholding obligation upon a payout will be satisfied through the Company’s withholding of cash or shares of Stock as set forth above. |
| 8. | Continued Employment. Nothing in the Plan or this Award Agreement shall be interpreted to interfere with or limit in any way the right of the Company or its Subsidiaries to terminate Employee’s employment or services at any time. In addition, nothing in the Plan or this Award Agreement shall be interpreted to confer upon Employee the right to continue in the employ or service of the Company or its Subsidiaries. |
| 9. | Non-Transferability. Neither this Award nor any rights under this Award Agreement may be assigned, transferred, or in any manner encumbered except by will or the laws of descent and distribution, and any attempted assignment, transfer, mortgage, pledge or encumbrance except as herein authorized, will be void and of no effect. |
| 10. | Definitions: Copy of Plan and Plan Prospectus. To the extent not specifically defined in this Award Agreement, all capitalized terms used in this Award Agreement will have the same meanings ascribed to them in the Plan. Employee will receive a copy of the Plan and the related Plan Prospectus. In the event of any conflict between the terms and conditions of this Award Agreement and the Plan, the provisions of the Plan shall control. |
| 11. | Amendment. Except as otherwise provided in the Plan, this Award Agreement may be amended only by a written agreement executed by the Company and Employee. |
| 12. | Choice of Law. This Award Agreement will be governed by the laws of the State of Arizona, excluding any conflicts or choice of law rule or principle that might otherwise refer construction or interpretation of this Award Agreement to another jurisdiction. |
| PINNACLE WEST CAPITAL CORPORATION | ||||||
| By: | ||||||
| Its: | ||||||
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| Last | First | Middle Initial | Employee ID# |
| Restricted Stock Units and Dividend Equivalents | ||||
| 50% Cash/ | ||||
| Vesting Date | Stock | 50% Stock | ||
| 02/20/2012 | o | o | ||
| 02/20/2013 | o | o | ||
| 02/20/2014 | o | o | ||
| 02/20/2015 | o | o | ||
| Check | Withholding | |
| (I will write a check for my taxes that are due and deliver it to
the Company within one (1) day of the release date of my Stock or
cash payment) |
(The Company should withhold shares of my Stock or cash payment to cover my taxes) |
|
| o | o |
| To the extent permitted by law, I hereby elect Federal tax withholding of _____ percent (minimum may not be less than 25% and maximum may not exceed 35%) | ||||||||||
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| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 2/20/15 | 10-K, 4, 8-K | |||
| 2/20/14 | 4 | |||
| 2/20/13 | 4 | |||
| 2/20/12 | ||||
| Filed on: | 4/29/11 | 8-K | ||
| For Period end: | 3/31/11 | 8-K | ||
| 2/15/11 | 4, 8-K, D/A | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/24 Pinnacle West Capital Corp. 10-K 12/31/23 147:25M 2/27/23 Pinnacle West Capital Corp. 10-K 12/31/22 146:28M 2/25/22 Pinnacle West Capital Corp. 10-K 12/31/21 150:28M 2/24/21 Pinnacle West Capital Corp. 10-K 12/31/20 144:26M |