TXNM ENERGY INC — Director's Dealing 2016

May 11, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PNM RESOURCES INC (PNM)
CIK: 0001108426
Period of Report: 2016-05-09

Reporting Person: Nordhaus Robert R (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-09	Common Stock	M	950.00	—	Acquired	18967.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-09	Restricted Stock Rights	$	M	950.00	Disposed		Common Stock (950.00)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Options	$		Common Stock (3050.00)	3050.00	Direct

Footnotes

F1: Represents the portions of previous awards of restricted stock rights that vested effective as of the applicable vesting date.

F2: Each restricted stock right represents a contingent right to receive one share of PNM Resources, Inc. common stock.

F3: The restricted stock units vest in three equal annual installments. Vested shares will be delivered to the reporting person on the applicable vesting dates (or, if the company is in a blackout period under its insider trading policy on any vesting date, at a later date after such blackout period ends).

F4: Based on the closing price on the date of the grant.

F5: The options vested in three equal annual installments from grant date and are fully vested.