NEW JERSEY RESOURCES CORP — Director's Dealing 2015

Dec 14, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NEW JERSEY RESOURCES CORP (NJR)
CIK: 0000356309
Period of Report: 2015-12-14

Reporting Person: DOWNES LAURENCE M (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-12-14	Common Stock	A	29138	—	Acquired	386175.851	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-12-14	Performance Shares	$	A	17364	Acquired		Common Stock (17364.0)	Direct
2015-12-14	Performance Shares	$	A	14585	Acquired		Common Stock (14585.0)	Direct

Footnotes

F1: Represents shares of performance-based restricted stock granted pursuant to the New Jersey Resources Corporation (NJR) 2007 Stock Award and Incentive Plan. Shares will vest in three equal installments on October 15, 2016, October 15, 2017, and October 15, 2018, upon certification by the Leadership Development and Compensation Committee that the performance goal for the fiscal year ending on September 30, 2016 has been met.

F2: Represents performance shares granted pursuant to the NJR 2007 Stock Award and Incentive Plan. Performance shares will be vested and non-forfeitable upon certification by the Leadership Development and Compensation Committee that the applicable total shareholder return performance goal for the 36 month period ending September 30, 2018 has been met.

F3: Represents performance shares granted pursuant to the NJR 2007 Stock Award and Incentive Plan. Performance shares will be vested and non-forfeitable upon certification by the Leadership Development and Compensation Committee that the applicable net financial earnings performance goal for the 36 month period ending September 30, 2018 has been met.