PINNACLE WEST CAPITAL CORP — Director's Dealing 2016

Feb 23, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINNACLE WEST CAPITAL CORP (PNW)
CIK: 0000764622
Period of Report: 2016-02-19

Reporting Person: BEMENT ROBERT S (SVP, Site Ops PVNGS, APS)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-19	Common Stock	M	356	$0.00	Acquired	356	Direct
2016-02-19	Common Stock	D	356	$68.25	Disposed	0	Direct
2016-02-19	Common Stock	M	356	$0.00	Acquired	356	Direct
2016-02-19	Common Stock	F	168	$68.25	Disposed	188	Direct
2016-02-19	Common Stock	M	307	$0.00	Acquired	495	Direct
2016-02-19	Common Stock	D	307	$68.25	Disposed	188	Direct
2016-02-19	Common Stock	M	307	$0.00	Acquired	495	Direct
2016-02-19	Common Stock	F	145	$68.25	Disposed	350	Direct
2016-02-19	Common Stock	M	308	$0.00	Acquired	658	Direct
2016-02-19	Common Stock	D	308	$68.25	Disposed	350	Direct
2016-02-19	Common Stock	M	308	$0.00	Acquired	658	Direct
2016-02-19	Common Stock	F	145	$68.25	Disposed	513	Direct
2016-02-19	Common Stock	M	303	$0.00	Acquired	816	Direct
2016-02-19	Common Stock	D	303	$68.25	Disposed	513	Direct
2016-02-19	Common Stock	M	303	$0.00	Acquired	816	Direct
2016-02-19	Common Stock	F	143	$68.25	Disposed	673	Direct
2016-02-19	Common Stock	A	119	$0.00	Acquired	792	Direct
2016-02-19	Common Stock	F	58	$68.25	Disposed	734	Direct
2016-02-19	Common Stock	G	734	$0.00	Disposed	0	Direct
2016-02-19	Common Stock	G	734	$0.00	Acquired	7965	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-19	Restricted Stock Units	$	M	712	Disposed		Common Stock (712)	Direct
2016-02-19	Restricted Stock Units	$	M	614	Disposed		Common Stock (614)	Direct
2016-02-19	Restricted Stock Units	$	M	616	Disposed		Common Stock (616)	Direct
2016-02-19	Restricted Stock Units	$	M	606	Disposed		Common Stock (606)	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 common stock or 50% in common stock and 50% in cash.

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

F3: Represents shares of common stock received by the individual in settlement of dividend rights granted in connection with the 2012, 2013, 2014 and 2015 Restricted Stock Unit grants.

F4: The reporting person gifted the shares received on February 19, 2016 to a revocable family trust.

F5: The Restricted Stock Units award was granted and was effective in February 2012, and vests in four equal, annual installments beginning on February 20, 2013. Since February 20, 2016 was a Saturday, the Restricted Stock Units vested and were released on February 19, 2016.

F6: The Restricted Stock Units award was granted and was effective in February 2013, and vests in four equal, annual installments beginning on February 20, 2014. Since February 20, 2016 was a Saturday, the Restricted Stock Units vested and were released on February 19, 2016.

F7: The Restricted Stock Units award was granted and was effective in February 2014, and vests in four equal, annual installments beginning on February 20, 2015. Since February 20, 2016 was a Saturday, the Restricted Stock Units vested and were released on February 19, 2016.

F8: The Restricted Stock Units award was granted and was effective in February 2015, and vests in four equal, annual installments beginning on February 20, 2016. Since February 20, 2016 was a Saturday, the Restricted Stock Units vested and were released on February 19, 2016.