Southwestern Energy (SWN) Form 4 SOUTHWESTERN ENERGY / Colin P O'Beirne 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

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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^*

O'Beirne Colin P

(Last) (First) (Middle)

10000 ENERGY DRIVE

P. O. BOX 12359

(Street)

SPRING TX 77391

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SOUTHWESTERN ENERGY CO [ SWN ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Vice President and Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2021

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	02/26/2021		M		13,395	A	$0(1)	36,598	D
Common Stock	02/26/2021		D(1)		13,395	D	$4.05	23,203	D
Common Stock	02/26/2021		M		20,937	A	$0(1)	44,140	D
Common Stock	02/26/2021		D(1)		20,937	D	$4.05	23,203	D
Common Stock	02/27/2021		M		9,015	A	$0(1)	32,218	D
Common Stock	02/27/2021		D(1)		9,015	D	$4.05	23,203	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 Unit	$0(2)	02/23/2021	02/26/2021	A		51,530		(3)	(3)	Common Stock	51,530	$0	51,530	D
Restricted Stock Unit	(2)	02/26/2021		M			13,395	(4)	(4)	Common Stock	13,395	$0	26,790	D
Restricted Stock Unit	(2)	02/26/2021		M			20,937	(5)	(5)	Common Stock	20,937	$0	103,303	D
Restricted Stock Unit	$0(2)	02/27/2021		M			9,015	(6)	(6)	Common Stock	9,015	$0	9,015	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") has the economic equivalent of one share of Southwestern Energy Company ("SWN") common stock. The RSUs vesting on February 26, 2021 and February 27, 2021 were settled in cash based on the closing price of SWN common stock on the vesting date.

2. Each RSU represents a contingent right to receive one share of SWN common stock or an amount in cash equal to the Fair Market Value of one share of SWN common stock.

3. On February 23, 2021, the reporting person was granted restricted stock units, vesting in three equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Vesting units will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.

4. On February 26, 2019, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with the required years of service, or a change in control. Vesting RSUs will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.

5. On February 26, 2020, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Each restricted stock unit that vests will entitle the holder to receive, payable in common stock or cash at the Compensation Committee's option, a value based on an adjusted stock price, calculated as the sum of (1) the closing stock price on the date of grant and (2) 50 percent of the difference between (a) the closing stock price on the date of vesting and (b) the closing stock price on the date of grant. The reporting person received 378,903 shares of common stock in settlement of the restricted stock units granted on February 26, 2020. In accordance with the terms of the award agreement, the number of shares of common stock are less than the number of restricted stock units granted.

6. On February 27, 2018, the reporting person was granted restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date, or immediately upon death, disability, retirement at age 65 with required years of service, or a change in control. Vesting units will be settled in shares of SWN common stock, cash, or a combination of shares of SWN common stock and cash.

	/s/ Sara Tate, attorney-in-fact for Colin P. O'Beirne	03/02/2021
	** Signature of Reporting Person	Date
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