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XCEL ENERGY INC Director's Dealing 2018

Mar 5, 2018

30056_dirs_2018-03-05_704c135c-9cc8-4f91-957b-e0b06f544855.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: XCEL ENERGY INC (XEL)
CIK: 0000072903
Period of Report: 2018-03-01

Reporting Person: Larson Kent T (EVP & Group Pres, Operations)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-03-01 Common Stock F 1056.576 $43.28 Disposed 88741.000 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 3692.288 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock $0 Common Stock (36010.137) 36010.137 Direct

Footnotes

F1: Withholding of stock to satisfy tax withholding obligation on vesting of a previously reported award of restricted stock under the Xcel Energy Executive Annual Incentive Award Program. A fractional share interest was settled in cash in connection with the vesting of the restricted stock award and the withholding of shares for taxes.

F2: Amount reflects aggregate holdings as of March 1, 2018 and includes adjustments made by the Plan administrator to previously reported holdings, which were reported on a filing dated February 22, 2018.

F3: Each share of phantom stock represents the right to receive the cash value of one share of common stock.

F4: Shares of phantom stock become payable in accordance with the reporting person's distribution elections made pursuant to the Xcel Energy Deferred Compensation Plan (the "Plan"). Subject to certain timing restrictions and other limitations based on the source of the amount deferred, the reporting person may generally transfer some or all of the balance in the Plan's Company stock account into an alternative Plan investment account.

F5: The number of shares of phantom stock reflects minor adjustments to the number of phantom shares credited to the reporting person's Company stock account due to the unitized nature of the Plan's Company stock fund.

F6: Amount reflects aggregate holdings as of March 1, 2018 and includes adjustments made by the Plan administrator to previously reported holdings, which were reported on a filing dated February 22, 2018.