XCEL ENERGY INC — Director's Dealing 2016

Feb 24, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: XCEL ENERGY INC (XEL)
CIK: 0000072903
Period of Report: 2016-02-20

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
2016-02-20	Common Stock	M	52062.557	—	Acquired	468486.112	Direct
2016-02-20	Common Stock	F	25094.557	$39.33	Disposed	443391.555	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-20	Restricted Stock Units	$	M	52062.557	Disposed		Common Stock (52062.557)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1903.248	Indirect

Footnotes

F1: Security converts to common stock on a one-for-one basis.

F2: 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.

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: Includes 16,467.827 additional restricted units acquired pursuant to reinvestment of dividend equivalents credited on outstanding restricted stock units.

F5: On Feb. 20, 2013, the reporting person was granted 141,300 restricted stock units, one-third of which vested on Feb. 20, 2016, and the remaining two-thirds vests on Feb. 20, 2018.