Lumen Technologies, Inc. — Director's Dealing 2014

Feb 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTURYLINK, INC (CTL)
CIK: 0000018926
Period of Report: 2014-02-20

Reporting Person: EWING R STEWART JR (Ex. VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-20	Common Stock	F	2138	$31.12	Disposed	204140.4825	Direct
2014-02-20	Common Stock	A	53878	—	Acquired	258018.4825	Direct
2014-02-20	Common Stock	D	17825	—	Disposed	240193.4825	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1690.451	Indirect
Common Stock	9108.207	Indirect
Common Stock	1884.685	Indirect
Common Stock	8772.838	Indirect

Footnotes

F1: 40% of the grant vests in three equal annual installments beginning on February 20, 2015; 30% vests on February 20, 2017 based upon satisfaction of performance conditions related to the issuer's revenue for 2014, 2015 and 2016; and 30% vests on February 20, 2017 based upon satisfaction of conditions related to the issuer's total relative shareholder return for 2014, 2015 and 2016; in each case provided that the reporting person remains employed by the issuer over the vesting period (except in the case of death, disability or certain terminations of employment following a change of control).

F2: In a Form 4 filed on June 2, 2011, the reporting person reported the grant of 35,649 shares of restricted stock, 17,825 of which would vest based upon achievement of performance conditions related to the issuer's total shareholder return over specified time periods. On February 20, 2014, the issuer determined that the performance conditions had not been satisfied and, as a result, the performance-vesting shares were forfeited.