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: Sundberg Lori S (SVP, HR and Ethics, APS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-17	Common Stock	M	700	—	Acquired	5175	Direct
2012-02-17	Common Stock	F	244	$47.86	Disposed	4931	Direct
2012-02-17	Common Stock	M	700	—	Acquired	5631	Direct
2012-02-17	Common Stock	F	236	$47.86	Disposed	5395	Direct
2012-02-17	Common Stock	M	666	—	Acquired	6061	Direct
2012-02-17	Common Stock	F	205	$47.86	Disposed	5856	Direct
2012-02-17	Common Stock	M	675	—	Acquired	6531	Direct
2012-02-17	Common Stock	F	241	$47.86	Disposed	6290	Direct
2012-02-17	Common Stock	A	99	—	Acquired	6389	Direct
2012-02-17	Common Stock	F	33	$47.86	Disposed	6356	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-17	Restricted Stock Units	$	M	700	Disposed		Common Stock (700)	Direct
2012-02-17	Restricted Stock Units	$	M	700	Disposed		Common Stock (700)	Direct
2012-02-17	Restricted Stock Units	$	M	666	Disposed		Common Stock (666)	Direct
2012-02-17	Restricted Stock Units	$	M	675	Disposed		Common Stock (675)	Direct
2012-02-21	Restricted Stock Units	$	A	2136	Acquired		Common Stock (2136)	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 and was effective in February 2008, and vests in four equal, annual installments beginning on February 20, 2009. 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 and was effective in February 2009, and vests in four equal, annual installments beginning on February 20, 2010. 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.