PPL Corp — Director's Dealing 2017

Jan 30, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PPL Corp (PPL)
CIK: 0000922224
Period of Report: 2017-01-26

Reporting Person: Bergstein Joseph P Jr (VP-IR and Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-27	Common Stock	M	1932	$34.41	Acquired	4861	Direct
2017-01-27	Common Stock	F	718	$34.41	Disposed	4143	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-26	Stock Unit (SIP)	$	A	1221	Acquired		Common Stock (1221)	Direct
2017-01-26	Performance Stock Unit (SIP)	$	A	3662	Acquired		Common Stock (3662)	Direct
2017-01-26	Performance Stock Unit (SIP)	$	A	1221	Acquired		Common Stock (1221)	Direct
2017-01-27	Performance Stock Unit (ICPKE)	$0.00	M	1932	Disposed		Common Stock (1932)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	263.338	Indirect
Common Stock	42.42	Indirect

Footnotes

F1: Total includes the reinvestment of dividends.

F2: Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Incentive Compensation Plan for Key Employees (ICPKE).

F3: No conversion or exercise price applies. Under the terms of the Stock Incentive Plan (SIP), a restricted stock unit converts to a share of common stock on the applicable vesting date.

F4: The units will vest on 01/26/2020.

F5: As of 01/30/2017, the total restricted stock units beneficially owned is 9,061.194. This total includes the 03/01/2014 grant of 2,796 restricted stock units, 03/01/2015 grant of 2,377 restricted stock units and the 01/21/2016 grant of 2,667.194 restricted stock units, plus in the case of the 01/21/2016 grant, the incremental addition of restricted stock units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such restricted stock units, and the 01/26/2017 grant of 1,221 restricted stock units.

F6: No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's performance relative to an industry peer group over a three-year performance period ending 12/31/2019. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation, Governance and Nominating Committee in January 2020.

F7: As of 01/30/2017, total performance units beneficially owned is 10,787.388. This total includes the 03/01/2015 grant of 2,608.208 performance units and the 01/21/2016 grant of 3,296.18 performance units, plus in each case, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units, and the 01/26/2017 grants of 3,662 and 1,221 performance units.

F8: No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's return on equity over a three-year performance period ending December 31, 2019. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation, Governance and Nominating Committee in January 2020.

F9: No conversion or exercise price or exercise or expiration date applies. Under the terms of the Incentive Compensation Plan for Key Employees (ICPKE), the underlying securities were earned (62%) based on the Company's performance relative to an industry peer group over a three-year performance period ending 12/31/2016. Determination of the percentage of the award earned was made by the Compensation, Governance and Nominating Committee on 01/26/2017 and calculation of the underlying shares to be delivered, net of withholding, was completed on 01/27/2017.