PINNACLE WEST CAPITAL CORP — Director's Dealing 2012

Feb 22, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINNACLE WEST CAPITAL CORP (PNW)
CIK: 0000764622
Period of Report: 2012-02-17

Reporting Person: Schiavoni Mark A. (Sr. VP, Fossil Operations, APS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-17	Common Stock	M	1000	—	Acquired	4962	Direct
2012-02-17	Common Stock	F	358	$47.86	Disposed	4604	Direct
2012-02-17	Common Stock	M	1000	—	Acquired	5604	Direct
2012-02-17	Common Stock	F	328	$47.86	Disposed	5276	Direct
2012-02-17	Common Stock	M	1299	—	Acquired	6575	Direct
2012-02-17	Common Stock	F	475	$47.86	Disposed	6100	Direct
2012-02-17	Common Stock	M	600	—	Acquired	6700	Direct
2012-02-17	Common Stock	D	600	$47.86	Disposed	6100	Direct
2012-02-17	Common Stock	M	599	—	Acquired	6699	Direct
2012-02-17	Common Stock	F	219	$47.86	Disposed	6480	Direct
2012-02-17	Common Stock	A	162	—	Acquired	6642	Direct
2012-02-17	Common Stock	D	60	$47.86	Disposed	6582	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-17	Restricted Stock Units	$	M	1000	Disposed		Common Stock (1000)	Direct
2012-02-17	Restricted Stock Units	$	M	1000	Disposed		Common Stock (1000)	Direct
2012-02-17	Restricted Stock Units	$	M	1299	Disposed		Common Stock (1299)	Direct
2012-02-17	Restricted Stock Units	$	M	1199	Disposed		Common Stock (1199)	Direct
2012-02-21	Restricted Stock Units	$	A	3800	Acquired		Common Stock (3800)	Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in shares of comon stock or cash.

F2: Shares retained by the Company for the purpose of meeting tax withholding requirements. The recipient retained all other shares.

F3: Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in shares of comon stock or 50% in common stock and 50% in cash.

F4: Represents shares of common stock received by the individual in settlement of dividend rights granted in connection with the 2010 and 2011 Restricted Stock Unit grants.

F5: The Restricted Stock Units award was granted in April 2009 and vests 500 units on 2/20/2010, 1,000 units on 2/20/2011, and 1,000 units on 2/20/2012. Since February 20, 2012 was a holiday, the Restricted Stock Units vested and were released on February 17, 2012.

F6: The Restricted Stock Units award was granted in April 2009 and vests 500 units on 2/20/2011, 1,000 units on 2/20/2012 and 1,000 units on 2/20/2013. Since February 20, 2012 was a holiday, the Restricted Stock Units vested and were released on February 17, 2012.

F7: The Restricted Stock Units award was granted and was effective in February 2010, and vests in four equal, annual installments beginning on February 20, 2011. Since February 20, 2012 was a holiday, the Restricted Stock Units vested and were released on February 17, 2012.

F8: The Restricted Stock Units award was granted and was effective in February 2011, and vests in four equal, annual installments beginning on February 20, 2012. Since February 20, 2012 was a holiday, the Restricted Stock Units vested and were released on February 17, 2012.

F9: The Restricted Stock Units vest and will be settled in four equal, annual installments beginning on February 20, 2013.