XCEL ENERGY INC — Director's Dealing 2016

Feb 19, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: XCEL ENERGY INC (XEL)
CIK: 0000072903
Period of Report: 2016-02-16

Reporting Person: FOWKE BENJAMIN G S III (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-16	Common Stock	A	134287.510	—	Acquired	475037.065	Direct
2016-02-16	Common Stock	F	58613.510	$38.82	Disposed	416423.555	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-16	Phantom Stock	$	A	51178	Acquired		Common Stock (51178)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1903.248	Indirect

Footnotes

F1: A fractional share interest was settled in cash in connection with the settlement of a restricted stock unit award and the withholding of shares for taxes.

F2: This amount also includes 941.56 shares of stock acquired since the reporting person's last report pursuant to the reinvestment of dividends.

F3: Shares held in the Xcel Energy Stock Fund under the Xcel Energy 401(K) Savings Plan as of the most recent plan statement (February 17, 2016).

F4: Security converts to common stock on a one-for-one basis.

F5: Phantom stock representing long-term incentive award payments deferred into the Xcel Energy Deferred Compensation Plan that are held in the Xcel Energy common stock fund and are payable in shares of Xcel Energy common stock upon distribution.