PINNACLE WEST CAPITAL CORP — Director's Dealing 2017

Feb 23, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PINNACLE WEST CAPITAL CORP (PNW)
CIK: 0000764622
Period of Report: 2017-02-21

Reporting Person: Danner Denise R (VP, Controller & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-21	Common Stock	A	1811	$0.00	Acquired	15562	Direct
2017-02-21	Common Stock	F	836	$79.77	Disposed	14726	Direct
2017-02-21	Common Stock	A	178	$0.00	Acquired	14904	Direct
2017-02-21	Common Stock	F	83	$79.77	Disposed	14821	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-02-21	Restricted Stock Units	$	A	1132	Acquired		Common Stock (1132)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	724	Indirect

Footnotes

F1: Shares acquired upon the vesting of the portion of the performance shares granted in 2014 that were tied to the total shareholder return performance metric.

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 that vested in connection with the performance shares that vested on February 21, 2017.

F4: 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 100% shares of common stock, 50% in common stock and 50% in cash, or 100% cash.

F5: The Restricted Stock Units award was granted and was effective on February 21, 2017, and vests in four equal, annual installments beginning on February 20, 2018, and will be settled in four equal, annual installments beginning February 20, 2018.