John S. Hatfield Form 4 PINNACLE WEST CAPITAL / JOHN S. HATFIELD ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HATFIELD JOHN S.

(Last) (First) (Middle)

400 NORTH 5TH STREET

MS 8602

(Street)

PHOENIX AZ 85004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PINNACLE WEST CAPITAL CORP [ PNW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
VP, Communications, APS

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/20/2019		M		130(1)	A	$0.00(1)	2,680	D
Common Stock	02/20/2019		D		130	D	$90.93	2,550	D
Common Stock	02/20/2019		M		130(1)	A	$0.00(1)	2,680	D
Common Stock	02/20/2019		F(2)		58	D	$90.93	2,622	D
Common Stock	02/20/2019		M		131(1)	A	$0.00(1)	2,753	D
Common Stock	02/20/2019		D		131	D	$90.93	2,622	D
Common Stock	02/20/2019		M		130(1)	A	$0.00(1)	2,752	D
Common Stock	02/20/2019		F(2)		58	D	$90.93	2,694	D
Common Stock	02/20/2019		M		220(3)	A	$0.00(3)	2,914	D
Common Stock	02/20/2019		D		220	D	$90.93	2,694	D
Common Stock	02/20/2019		M		114(3)	A	$0.00(3)	2,808	D
Common Stock	02/20/2019		D		114	D	$90.93	2,694	D
Common Stock	02/20/2019		M		113(3)	A	$0.00(3)	2,807	D
Common Stock	02/20/2019		F(2)		50	D	$90.93	2,757	D
Common Stock	02/20/2019		A		33(4)	A	$0.00(4)	2,790	D
Common Stock	02/20/2019		F(2)		16	D	$90.93	2,774	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/20/2019		M			260	(5)	(5)	Common Stock	260	(1)	0	D
Restricted Stock Units	(1)	02/20/2019		M			261	(6)	(6)	Common Stock	261	(1)	261	D
Restricted Stock Units	(3)	02/20/2019		M			220	(7)	(7)	Common Stock	220	(3)	440	D
Restricted Stock Units	(3)	02/20/2019		M			227	(8)	(8)	Common Stock	227	(3)	681	D

Explanation of Responses:

1. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in 100% shares of common stock or 50% in common stock and 50% in cash.

2. Shares retained by the Company for the purpose of meeting tax withholding requirements. The recipient retained all other shares.

3. Each Restricted Stock Unit represents a contingent right to receive the economic equivalent of one share of the Company's common stock. The Restricted Stock Units will be settled, at the reporting person's election, in 100% shares of common stock, 50% in common stock and 50% in cash, or 100% in cash.

4. Represents shares of common stock received by the individual in settlement of dividend rights granted in connection with the 2015, 2016, 2017, and 2018 Restricted Stock Unit grants.

5. The Restricted Stock Units award was granted and was effective in February 2015, and vest in four equal, annual installments beginning on February 20, 2016.

6. The Restricted Stock Units award was granted and was effective in February 2016, and vests in four equal, annual installments beginning on February 20, 2017.

7. The Restricted Stock Units award was granted and was effective in February 2017, and vest in four equal, annual installments beginning on February 20, 2018.

8. The Restricted Stock Units award was granted and was effective in February 2018, and vest in four equal, annual installments beginning on February 20, 2019.

Remarks:

	/s/ Diane Wood, Attorney-in-Fact	02/22/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.