UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 11-K
 
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
(Mark One)

		
ý	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.	
 
For the fiscal year ended December 31, 2015
 
OR

	
		
o	TRANSITION REPORT PURSUANT TO 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.	
 
For the transition period from                             to                            
 
Commission file number  1-8962
 
The Pinnacle West Capital Corporation Savings Plan
(Full title of the plan)
 
Pinnacle West Capital Corporation
(Name of issuer)
 
400 North Fifth Street
P.O. Box 53999
Phoenix, Arizona 85072-3999
(Address of issuer’s principal executive office)

THE PINNACLE WEST CAPITAL CORPORATION SAVINGS PLAN
 
TABLE OF CONTENTS

	
			
 	PAGE	
 	 		
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM	1		
 	 		
FINANCIAL STATEMENTS:	 		
 	 		
Statements of Net Assets Available for Benefits as of December 31, 2015 and 2014	2		
 	 		
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2015	3		
 	 		
Notes to Financial Statements	4-13		
 	 		
SUPPLEMENTAL SCHEDULE:	 		
 	 		
Form 5500, Schedule H: Part IV, Line 4i— Schedule of Assets (Held at End of Year) as of December 31, 2015	14-21		
 	 		
EXHIBITS FILED	22		
 	 		
SIGNATURE	23		
 
NOTE:  Supplemental schedules required by section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, other than the schedule listed above, are omitted because of the absence of the conditions under which they are required.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
To the Investment Committee of
The Pinnacle West Capital Corporation Savings Plan
Phoenix, Arizona
 
We have audited the accompanying statements of net assets available for benefits of The Pinnacle West Capital Corporation Savings Plan (the "Plan") as of December 31, 2015 and 2014, and the related statement of changes in net assets available for benefits for the year ended December 31, 2015.  These financial statements are the responsibility of the Plan's management.  Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting.  Accordingly, we express no such opinion.  An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2015 and 2014, and the changes in net assets available for benefits for the year ended December 31, 2015 in conformity with accounting principles generally accepted in the United States of America.
 
The supplemental schedule of assets (held at end of year) as of December 31, 2015 has been subjected to audit procedures performed in conjunction with the audit of the Plan's financial statements. The supplemental schedule is the responsibility of the Plan's management. Our audit procedures included determining whether the supplemental schedule reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental schedule. In forming our opinion on the supplemental schedule, we evaluated whether the supplemental schedule, including its form and content, is presented in compliance with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.
 
/s/ DELOITTE & TOUCHE LLP
  
Phoenix, Arizona
June 9, 2016

THE PINNACLE WEST CAPITAL CORPORATION SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2015 AND 2014

	
									
 	 	2015	 	2014	
ASSETS:	 	 		 	 		
Participant-directed Investments at fair value (Notes 2 and 5)	 	$	869,023,727		 	$	904,653,337		
Participant-directed Investments at contract value (Notes 2 and 4)	 	144,365,278		 	156,834,698		
Receivables:	 	 		 	 		
Notes receivable from participants (Note 1)	 	24,650,322		 	25,642,627		
Participant contributions	 	1,920,322		 	1,741,005		
Employer contributions	 	598,657		 	528,680		
Interest and other	 	420,426		 	787,266		
Total receivables	 	27,589,727		 	28,699,578		
Total assets	 	1,040,978,732		 	1,090,187,613		
LIABILITIES:	 	 		 	 		
Payable for securities purchased	 	31,522		 	1,361,480		
Accrued administrative expenses	 	321,536		 	397,326		
Total liabilities	 	353,058		 	1,758,806		
NET ASSETS AVAILABLE FOR BENEFITS	 	$	1,040,625,674		 	$	1,088,428,807		
 
See notes to financial statements.

2

THE PINNACLE WEST CAPITAL CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2015

	
				
ADDITIONS:	 		
 	 		
Contributions (Note 1):	 		
Participants	$	53,188,501		
Employer	19,268,592		
Rollover	4,535,287		
Total contributions	76,992,380		
 	 		
Investment income (loss) (Note 2):	 		
Dividend, interest, and other income	12,294,947		
Net realized/unrealized (depreciation) in fair value of investments	(24,620,528	)	
Total investment (loss)	(12,325,581	)	
 	 		
Interest income on notes receivable from participants	1,063,931		
 	 		
Total additions	65,730,730		
 	 		
DEDUCTIONS:	 		
 	 		
Distributions to participants	111,134,476		
Administrative expenses (Note 2)	2,399,387		
Total deductions	113,533,863		
 	 		
DECREASE IN NET ASSETS	(47,803,133	)	
 	 		
NET ASSETS AVAILABLE FOR BENEFITS:	 		
 	 		
Beginning of year	1,088,428,807		
End of year	$	1,040,625,674		
 
See notes to financial statements.

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THE PINNACLE WEST CAPITAL CORPORATION SAVINGS PLAN
 
NOTES TO FINANCIAL STATEMENTS

1.    DESCRIPTION OF THE PLAN
 
The following description of The Pinnacle West Capital Corporation Savings Plan (the "Plan") provides only general information.  Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
 
General
 
The Plan is a defined contribution plan sponsored by Pinnacle West Capital Corporation ("Pinnacle West" or the "Company").  The Plan is administered by two committees, the Benefit Administration Committee and the Investment Management Committee, appointed by the Pinnacle West Board of Directors (together, the "Committee"). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Trustee and recordkeeper for the Plan is Fidelity Management Trust Company ("Trustee").
 
The Trustee is the appointed investment manager of the Pinnacle West Stock Fund, which is an investment option in the Plan. As the appointed investment manager of this option, the Trustee (1) manages the liquidity of the Pinnacle West Stock Fund and (2) accepts direction regarding the voting of shares held in the Pinnacle West Stock Fund for which no proxies are received. The portion of the Plan invested in the Pinnacle West Stock Fund is an Employee Stock Ownership Plan. To the extent set forth by the terms of the Plan, participants may exercise voting rights by providing instructions to the Trustee related to the number of whole shares of stock represented by the units of the Pinnacle West Stock Fund allocated to their accounts. The Investment Management Committee directs the Trustee on voting proxies received for shares of Pinnacle West common stock on routine matters (for those shares for which the Trustee does not receive participant directions).
 
Eligibility
 
Generally, as defined by the Plan, most active employees of Pinnacle West and its subsidiaries, including Arizona Public Service Company, El Dorado Investment Company and Bright Canyon Energy Corporation (collectively, the "Employer"), are eligible to participate in (1) the pretax, Roth 401(k), and after-tax features of the Plan immediately upon employment or, if later, their attainment of age 18 and (2) the matching feature on the first day of the month following their attainment of age 18 and completion of six months of service.

Contributions
 
The Plan allows participants to contribute up to 50% of their base pay as pretax contributions, Roth 401(k) contributions or after-tax contributions, provided that in no event can the combined total contributions made by any participant in any year exceed 50% of their base pay, or the limits imposed by the Internal Revenue Code.  Eligible employees who do not affirmatively elect to participate or opt out of the Plan are automatically enrolled as soon as administratively possible after 60 days of employment.  Employees automatically enrolled contribute 3% of their base pay as pretax contributions.  The Plan also allows participants attaining the age of 50 before the end of the calendar year to make catch-up contributions in accordance with Section 414(v) of the Internal Revenue Code. The maximum allowable pretax contribution

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($18,000 for 2015) and catch—up contribution ($6,000 for 2015) may increase in future years as determined annually by the Internal Revenue Service.  Participants may elect to set their pretax contributions to increase automatically on an annual basis based on the percent increase and effective date designated by the participant, up to the maximum limits permitted under the Plan and the Internal Revenue Code.
 
Employer contributions are fixed at 75% of the first 6% of base pay for combined pretax and/or Roth 401(k) participant contributions (excluding catch-up contributions) for all participants other than employees hired prior to January 1, 2003 and who elected not to participate in the Retirement Account Balance feature of the Pinnacle West Capital Corporation Retirement Plan. Participants hired prior to January 1, 2003, and who elected not to participate in the Retirement Account Balance feature receive an Employer match of 50% on the first 6% of base pay contributed, in combination, as pretax and/or Roth 401(k) participant contributions (excluding catch-up contributions).
 
Employer contributions are invested in the same investment funds as participants elect for their participant contributions.  Noncash contributions, if any, are recorded at fair value.
 
The Plan allows rollover contributions from other eligible retirement plans, including 401(k) or other qualified plans (including after-tax dollars), governmental 457(b) plans, Roth 401(k) accounts, 403(b) annuities (including after-tax dollars), or IRAs (excluding after-tax dollars), subject to certain criteria. Rollover contributions are not eligible for company match.
 
Participants may elect to receive dividends on Pinnacle West stock in their account in the form of cash.  If a participant does not elect to receive the dividend in the form of cash prior to the dividend payable date for that dividend, it is automatically reinvested in the Pinnacle West Stock Fund.

Participant Accounts
 
Individual accounts are maintained for each Plan participant.  Allocations of earnings and losses are based on participant account balances.  Each participant has separate accounts that are credited with the participant’s pretax, Roth 401(k), after-tax contributions, rollover contributions (if any), in-plan Roth conversions (if any), the Employer’s matching contributions and an allocation of Plan earnings.  Each participant’s account is charged with withdrawals, an allocation of Plan losses and explicit recordkeeping and administrative fees (See Note 2).  A dollar amount is deducted quarterly from each participant’s account for the explicit recordkeeping and administrative fees.  The benefit to which a participant is entitled is the portion of the participant’s account that has vested, as defined below.
 
Investment Choices
 
Participants direct all contributions into one or more of the following (collectively, the "Funds"): 
 
• Age-based investment options ("Target Retirement Date Funds")* that include:
• Retirement Income Fund
• Target Retirement 2010 Fund
• Target Retirement 2015 Fund
• Target Retirement 2020 Fund
• Target Retirement 2025 Fund
• Target Retirement 2030 Fund
• Target Retirement 2035 Fund
• Target Retirement 2040 Fund
• Target Retirement 2045 Fund

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• Target Retirement 2050 Fund
• Target Retirement 2055 Fund
• Target Retirement 2060 Fund

• Core investment options that include:
• Stable Value Fund*
• US Bond Index
• Bond Fund*
• Diversified Inflation Fund
• US Large Cap Stock Index
• US Large Cap Stock Fund*
• US Small/Mid Cap Stock Index
• US Small/Mid Cap Stock Fund*
• Non-US Stock Index
• Non-US Stock Fund
• Pinnacle West Stock Fund*

* Separately managed accounts, specific to this Plan only.

The Plan provides that in lieu of making their own investment elections in the funds, participants may (a) choose to have an investment allocation set for them through the Plan's personal asset manager program, which provides a personalized mix of the Plan's Core investment options; (b) allow their balance to be invested in the Qualified Default Investment Alternative ("QDIA") which is the family of Target Retirement Date Funds (that are separately managed accounts) that are composed of the Core investment options; (c) establish a self-directed brokerage account ("SDA") to invest up to 90% of their vested account balance in permitted investments of the SDA (which excludes the Funds); or (d) participants may elect to have their investment mix of Funds automatically rebalanced according to their future investment elections on a quarterly, semiannual or annual basis.

Notes Receivable from Participants
 
Participants may borrow money from their pretax contributions account, Roth 401(k) contributions account, vested Employer contributions account, rollover contributions account (if any), and in-plan Roth conversions (if any).  Participants may not borrow against their Employer transfer account or their after-tax contributions account.
 
The minimum participant loan allowed is $1,000. The maximum participant loan allowed is 50% of the participant’s vested account balance, up to $50,000 reduced by the participant’s highest outstanding loan balance in the 12-month period ending on the day before the loan is made.  Only one loan per participant may be outstanding at any one time.  Loan terms are up to five years or up to 15 years for the purchase of the participant’s principal residence.  An administrative fee is charged to the participant’s account for each loan.  Participants with an outstanding loan may continue to make loan repayments upon termination of employment with the Employer, unless they receive a full distribution of their account balance.
 
The interest rate for a participant loan is determined at the time the loan is requested and is fixed for the life of the loan.  The interest rate will be at least as great as the interest rate charged by the Trustee to its individual clients for an unsecured loan on the date the loan is made.  The Trustee currently charges interest at the prime interest rate plus one percent, determined as of the first business day of the month in which the loan is issued.  The interest rate for loans issued during 2015 was 4.25%.  Interest rates for outstanding loans as of

6

December 31, 2015 and 2014, ranged from 4.25% to 10.50%.  As of December 31, 2015, participant loans have maturities through 2031.
 
Loans are treated as an investment of the participant’s accounts.  To fund the loan, transfers are made from the participant’s investment funds on a pro-rata basis.  Amounts credited to a participant’s SDA are not available for a loan.  Loan repayments are invested in the participant’s investment funds based on the participant’s current investment election or in the QDIA, if the participant does not have a current investment election in place.  Loan repayments, including interest, are generally made through irrevocable payroll deductions.  Loan repayments for former participants are made through the automated clearing house system.  Loans are secured by the participant’s account balance.
 
Vesting
 
Each participant is automatically fully vested in the participant’s pretax contributions account, Roth 401(k) contributions account, after-tax contributions account, rollover contributions account (if any), in-plan Roth conversions (if any) (consisting of the participant’s contributions and related income and appreciation or depreciation), Employer transfer account, and Employer contributions account (consisting of Employer contributions and related income and appreciation or depreciation).  Former participants who terminated employment prior to April 1, 2006 were fully vested in their Employer contributions account if their termination was due to death or disability, was after attaining age 65, or was after completing five years of participation in the Plan.  Former participants who terminated prior to April 1, 2006 and returned to service after that date could complete the five year requirement by no later than March 31, 2016, based on a graduated vesting schedule with 100% vesting after five years of service.
 
Withdrawals and Distributions
 
A participant may at any time make a full or partial withdrawal of the balance in the participant’s after-tax contributions account, rollover contributions account (if any), and in-plan Roth conversions (if any).  No withdrawals prior to termination of employment are permitted from a participant’s Employer transfer account.  No withdrawals prior to termination of employment are permitted from the participant’s pretax contributions account and Roth 401(k) contributions account, except under certain limited circumstances relating to financial hardship or after attaining age 59-1/2.  If an employee withdraws pretax or Roth 401(k) contributions due to financial hardship, the only earnings on pretax contributions that can be withdrawn are those credited prior to January 1, 1989, and no earnings on Roth 401(k) contributions can be withdrawn.  Employees taking a financial hardship are subsequently suspended from making contributions to the Plan for six months.  Participants who have participated in the Plan for five complete Plan years may withdraw the amount in their Employer contributions account.  Participants who are at least age 59-1/2 may withdraw any portion of their pretax contributions account, Roth 401(k) contributions account, rollover contributions account (if any), or in-plan Roth conversions (if any) while employed with no restrictions on the reason for withdrawal, and penalties do not apply.  Amounts credited to a participant’s SDA are not available for a withdrawal until transferred back into the Funds.  When the participant’s employment with the Employer is terminated, the participant can elect to receive a full or partial distribution, as soon as administratively possible, of the vested portion of their Employer contributions account together with the participant’s contributions accounts and Employer transfer account.

Forfeitures
 
For former participants who terminated employment prior to April 1, 2006, forfeitures of non-vested Employer contributions occurred upon the earlier of full distribution following termination of employment with the Employer or the end of the fifth calendar year following the calendar year in which the participant

7

terminated employment.  If a former participant who received a distribution and terminated service prior to full vesting at March 31, 2011, and retained non-vested funds in the plan, becomes re-employed prior to the end of the fifth calendar year following the calendar year in which the participant’s earlier termination of employment occurred, the forfeited Employer contributions will be restored to the participant’s Employer contribution account and they will earn additional service and be subject to the graduated vesting on these funds.  Forfeitures will be restored only if the participant repays the full amount previously distributed to them within five years of their date of re-employment or, if earlier, the last day of the fifth calendar year following the calendar year in which the distribution occurred.  As of March 31, 2016, all forfeitures were either fully vested or used to reduce future Employer contributions to the Plan.
 
Termination of the Plan
 
It is the Company’s present expectation that the Plan and the payment of Employer contributions will be continued indefinitely.  However, continuance of any feature of the Plan is not assumed as a contractual obligation.  The Company, at its discretion, may terminate the Plan and distribute net assets, subject to the provisions set forth in ERISA and the Internal Revenue Code, or discontinue contributions.  In this event, the balance credited to the accounts of participants at the date of termination or discontinuance will be fully vested and nonforfeitable.
 
2.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Basis of Accounting
 
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP").

New Accounting Standard

In July 2015, new guidance was issued that modifies certain plan accounting presentation and disclosure requirements. These changes are intended to reduce the complexity in employee benefit plan accounting and include changes to the presentation and disclosures relating to fully benefit-responsive investment contracts, and the elimination and modification of certain other plan disclosures. The Plan adopted this guidance during 2015 and has applied the guidance retrospectively to all periods presented. Among other changes, as a result of adopting this guidance: fully benefit-responsive investment contracts are now presented on the Statements of Net Assets Available for Benefits only at contract value; fair value disclosures have been modified to present investments by general type of plan asset and are no longer disaggregated by the investment's nature, characteristic and risk; disclosure of investments representing 5% or more of net assets available for benefits has been eliminated as it is no longer required. The adoption of this guidance modifies the Plan's presentation and disclosures, but does not impact the Net Assets Available for Benefits or Changes in Net Assets Available for Benefits. In the Statements of Net Assets Available for Benefits as of December 31, 2015 and 2014, the adoption resulted in the reclassification of the adjustment from fair value to contract value for fully benefit-responsive investment contracts totaling $741,477 and $1,903,347 respectively.
 
Use of Estimates
 
The preparation of financial statements in conformity with GAAP requires the Plan’s management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities.  Actual results could differ from those estimates.

8

Risks and Uncertainties
 
The Plan utilizes various investment instruments, including mutual funds, common and collective trusts, stocks, bonds, and a stable value fund.  Investment securities, in general, are exposed to various risks, such as interest rate risk, credit risk, liquidity risk, and overall market volatility.  Due to the level of risk associated with certain investment securities, it is possible that changes in the value of investment securities may occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
 
Investment Valuation
 
The Plan’s investments are stated at fair value (except for fully benefit-responsive investment contracts, which are reported at contract value), less costs to sell, if those costs are significant.  Fair value is the price that would be received upon the sale of an asset or the amount paid to transfer a liability in an orderly transaction between market participants at the measurement date.  See Note 5 for fair value measurements and disclosures of the Plan’s investments reported at fair value.
 
Fully benefit-responsive synthetic guaranteed investment contracts ("GICs") which are among the investments held in the Stable Value Fund option, are reported at contract value. Contract value is the relevant measure for fully benefit-responsive investment contracts because it is the amount Plan participants would receive if they were to initiate permitted transactions under the terms of the Plan.  Contract value represents contributions made under each contract, plus earnings, less participant withdrawals, and administrative expenses. The Statement of Changes in Net Assets Available for Benefits is presented on a contract value basis. (See Note 4).
 
Income Recognition
 
Purchases and sales of securities are recorded as of the trade date.  Interest income is recorded on the accrual basis.  Dividend income is recorded as of the ex-dividend date. 
 
Administrative Expenses
 
Participants pay a quarterly Plan recordkeeping fee. Participants may also pay administrative fees for the origination of a loan or for other services provided by the Trustee. Participants pay investment, sales, recordkeeping and administrative expenses charged by the Funds, if any, which are deducted from income and reflected as a reduction of investment return for the Fund. Pinnacle West pays the remaining Plan administrative expenses, such as legal and trustee expenses of the Plan.

Management fees and operating expenses charged to the Plan for investments in mutual funds are deducted from income earned on a daily basis and are not separately reflected.  Consequently, management fees are reflected as a reduction of investment return for such investments.
 
Notes Receivable From Participants
 
Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest.  Delinquent participant loans are recorded as distributions based on the terms of the Plan.

9

Payment of Benefits
 
Benefit payments to participants are recorded upon distribution.  As of December 31, 2015 and 2014, there were no amounts allocated to accounts of persons who have elected to withdraw from the Plan, but have not yet been paid.
 
Excess Contributions Payable
 
The Plan is required to return contributions received during the Plan year in excess of the Internal Revenue Code limits.

Net Appreciation/Depreciation

Net appreciation/depreciation includes the Plan's gains and losses on investments bought and sold during the year as well as unrealized gains and losses related to investments held at year end.

3.    FEDERAL INCOME TAX STATUS
 
GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service ("IRS"). Plan management has concluded that as of December 31, 2015, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements. The Plan is subject to routine audits by the IRS, however, there are currently no audits for any tax periods in progress.  Plan management believes the Plan is no longer subject to income tax examinations for years prior to 2012.
 
The IRS has determined and informed the Company by a letter dated September 19, 2013, that the Plan was designed in accordance with applicable requirements of the Internal Revenue Code.  The Company and the Plan’s management believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Internal Revenue Code, and the Plan and related trust continue to be tax-exempt.  Accordingly, no provision for income taxes has been included in the Plan’s financial statements.

4.    INVESTMENT CONTRACTS
 
  The Plan's Stable Value Fund includes fully benefit-responsive synthethic guaranteed investment contracts. A synthetic GIC is an investment contract issued by an insurance company or other financial institution ("Wrap Agreement"), backed by a portfolio of bonds, mortgages, or other fixed income instruments that are owned directly by the fund.   The realized and unrealized gains and losses on the underlying assets are not reflected immediately in the value of the contract, but rather are amortized, usually over the time to maturity or the duration of the underlying investments, through adjustments to the future interest crediting rate.  Formulas are provided in each contract that adjust the interest crediting rate to recognize the difference between the fair market value and the book value of the underlying assets. The contract provides for an interest crediting rate that may not be less than zero percent per annum. Interest crediting rates are reviewed monthly for resetting. The Wrap Agreement is intended to guarantee that the qualified participant withdrawals will occur at contract value.
 
Certain events may limit the ability of the Plan to transact at contract value with the issuer.  While the events may differ from contract to contract, the events typically include:  Plan amendments or changes, company mergers or consolidations, participant investment election changes, group terminations or layoffs,

10

implementation of an early retirement program, termination or partial termination of the Plan, failure to meet certain tax qualifications, participant communication that is designed to influence participants not to invest in the Stable Value Fund, transfers to competing options without meeting the equity wash provisions of the Stable Value Fund (if applicable), Plan sponsor withdrawals without the appropriate notice to the Stable Value Fund’s investment manager and/or wrap contract issuers, any changes in laws or regulations that would result in substantial withdrawals from the Plan, and default by the Plan sponsor in honoring its credit obligations, insolvency, or bankruptcy if such events could result in withdrawals.  In general, GIC issuers may terminate the contract and settle at other than contract value due to changes in the qualification status of the company or the Plan, breach of material obligations under the contract and misrepresentation by the contract holder, or failure of the underlying portfolio to conform to the pre-established investment guidelines.  Plan management believes that the occurrence of such events that would cause the Plan to transact at less than contract value is not probable.
 
The Plan’s fully benefit-responsive synthetic GICs are included in the Statement of Net Assets Available for Benefits at contract value at December 31, 2015 and 2014 of $144 million and $157 million, respectively.
 
5.    FAIR VALUE MEASUREMENTS
 
The Plan applies fair value measurements to certain investments and provides disclosure of these assets according to a fair value hierarchy.  The hierarchy ranks the quality and reliability of the inputs used to determine fair values, which are then classified and disclosed in one of three categories.  The three levels of the fair value hierarchy are:
 
Level 1 — Quoted prices in active markets for identical assets or liabilities.  Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide information on an ongoing basis.
 
Level 2 — Quoted prices in active markets for similar assets or liabilities; quoted prices in markets that are not active; and model-derived valuations whose inputs are observable.
 
Level 3 — Model-derived valuations with unobservable inputs that are supported by little or no market activity.
 
Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Valuation methodologies maximize the use of observable inputs and minimize the use of unobservable inputs. The Plan’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. The Plan recognizes transfers among Level 1, Level 2, and Level 3 based on the fair values at the beginning of the period and are triggered by a change in the lowest significant input as of the end of the period. There were no transfers between the hierarchy levels during the years ended December 31, 2015 and December 31, 2014.  Investments valued using net asset value as a practical expedient are not classified within the fair value hierarchy.
 
The following is a description of the valuation methodologies used for assets measured at fair value.  There have been no changes in the methodologies used at December 31, 2015 and 2014.
 
Common and Collective Trusts : Valued, as a practical expedient, based on the trusts’ net asset value of units held by the Plan at year-end. Net asset value is based on the market prices of the underlying securities owned by the trusts.  The trusts are similar to mutual funds, except that the trusts’ shares are offered to a

11

limited group of investors and are not traded on an exchange.  Participant redemptions in the trusts do not require a notification period, and may occur on a daily basis at the net asset value.  The trusts have the ability to implement redemption safeguards which could limit the Plan’s ability to transact in the trusts; these safeguards had no effect on participant redemptions at year-end, and are not expected to impact the abilities of participants to transact in the trusts. The Plan has no unfunded commitments to these trusts as of December 31, 2015.
 
Mutual Funds:  Valued and redeemable at the quoted net asset value of shares held by the Plan. The net asset value is based on the quoted price at the end of the day on the active market in which the individual funds are traded. Mutual funds are open-ended funds that are registered with the Securities and Exchange Commission.
 
Common Stocks: Valued at the closing price reported on the active market on which the individual securities are traded.
 
Short-Term Investments: Consists primarily of mutual funds that seek to provide safety of principal, daily liquidity and a competitive yield by investing in U.S. Government Securities, or money market funds. Valuation is based on the quoted net asset value of shares held by the Plan, consistent with the methodology for valuing mutual funds as discussed above.

Self-Directed Brokerage Account: Consists primarily of common stocks, cash equivalents, and mutual funds, that are valued on the basis of readily determinable market prices.

The following table presents by level within the fair value hierarchy, the Plan's assets reported at fair value:

	
								
 	December 31,	
Quoted Prices in Active Markets (Level 1):	2015	 	2014	
Common Stocks	$	54,548,994		 	$	58,330,839		
Short Term Investments	12,906,863		 	13,929,016		
Mutual Funds	119,268,385		 	121,990,224		
Pinnacle West Common Stock	87,359,438		 	93,510,720		
Self-Directed Brokerage Account	59,360,266		 	67,250,615		
Total Level 1 assets and total assets classified in the fair value hierarchy	333,443,946		 	355,011,414		
Other:	 	 	 	
Common and Collective Trusts (a)	535,579,781		 	549,641,923		
Total Investments at fair value	$	869,023,727		 	$	904,653,337		

(a) These investments are valued using net asset value as a practical expedient, and therefore have not been classified in the fair value hierarchy.

6.    EXEMPT PARTY-IN-INTEREST TRANSACTIONS
 
Certain Plan investments consist of Pinnacle West common stock and short-term investments which are managed by the Trustee.  These transactions qualified as exempt party-in-interest transactions.  As of December 31, 2015 and 2014, the Plan held 5,556,459 and 5,599,147 units, respectively, of common stock of Pinnacle West, the sponsoring employer with a cost basis of $62,352,902 and $58,929,143, respectively.  During the year ended December 31, 2015, the Plan recorded dividend income from Pinnacle West common

12

stock of $3,291,452. As of December 31, 2015 and 2014, the Plan held $12,906,863 and $13,925,048, respectively, of short-term investments.

Transactions under the Plan's revenue share agreement with the trustee qualify as exempt party-in-interest transactions. Amounts received under this revenue share agreement were immaterial for the year ended December 31, 2015. These revenue share amounts are currently allocated back to participants.

The Plan issues loans to participants which are secured by the vested balances in the participants’ accounts.
 
Certain employees and officers of the Company, who may also be participants in the Plan, perform financial reporting and other services for the Plan, at no cost to the Plan.  The Plan Sponsor pays for these services.

7.    RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
 
The following is a reconciliation of Net Assets Available for Benefits per the financial statements to Form 5500:

	
									
 	 	2015	 	2014	
Net Assets Available for Benefits per the financial statements	 	$	1,040,625,674		 	$	1,088,428,807		
Adjustment from contract value to fair value for fully benefit-responsive investment contracts	 	741,477		 	1,903,347		
Deemed distribution of participant loans	 	(233,023	)	 	(157,072	)	
Net Assets per Form 5500	 	$	1,041,134,128		 	$	1,090,175,082		
 
The following is a reconciliation of the Changes in Net Assets Available for Benefits per the financial statements to Form 5500 for the year ended December 31, 2015:

	
					
Decrease in Net Assets Available for Benefits per the financial statements	 	$	(47,803,133	)	
Adjustment from contract value to fair value for fully benefit-responsive stable value fund - December 31, 2015	 	741,477		
Adjustment from contract value to fair value for fully benefit-responsive stable value fund - December 31, 2014	 	(1,903,347	)	
Deemed distribution of participant loans - 2015	 	(233,023	)	
Deemed distribution of participant loans - 2014	 	157,072		
Net Loss per Form 5500	 	$	(49,040,954	)	

13

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
Common Stocks	 	 	 	
HS Large Capitalization Growth Equity Fund	US Large Cap Stock Fund	 	 	
ALPHABET INC CL C	 	 	$	1,217,243		
AMC NETWORKS INC CL A	 	 	905,495		
AMAZON.COM INC	 	 	131,799		
ANHEUSER BUSCH IV SA NV S	 	 	284,375		
APPLE INC	 	 	1,378,906		
CHEESECAKE FACTORY INC	 	 	682,428		
COMCAST CORP CL A	 	 	1,021,383		
DIAGEO PLC SPON ADR	 	 	894,374		
DISNEY (WALT) CO	 	 	814,370		
GENERAL MILLS INC	 	 	751,021		
LVMH MOET HENNESSY ADR	 	 	904,694		
LULULEMON ATHLETICA INC	 	 	873,625		
MCDONALDS CORP	 	 	1,202,075		
NESTLE SA REG ADR	 	 	917,227		
NIKE INC CL B	 	 	178,125		
PRICELINE GROUP INC	 	 	1,026,335		
RALPH LAUREN CORP	 	 	920,267		
STARBUCKS CORP	 	 	270,135		
TIFFANY & CO	 	 	543,566		
TIME WARNER INC	 	 	1,034,720		
TWITTER INC	 	 	441,974		
UNITED PARCEL SVCS CL B	 	 	991,169		
VISA INC CL A	 	 	701,828		
WAL MART STORES INC	 	 	1,221,403		
WILLIAMS-SONOMA INC	 	 	941,861		
BBH STIF FUND	 	 	29,290		
SUBTOTAL	 	 	20,279,688		
 	 	 	 	
Robeco Boston Partners Large Capitalization Value Equity Fund	US Large Cap Stock Fund	 	 	
ACTIVISION BLIZZARD INC	 	 	309,215		
AES CORP	 	 	191,027		
ALLSTATE CORPORATION	 	 	168,636		
ALLY FINANCIAL INC	 	 	167,611		
AMERICAN HOMES 4 REN CL A	 	 	80,135		
ANADARKO PETROLEUM CORP	 	 	93,322		
ANTHEM INC	 	 	207,626		
AON PLC	 	 	141,542		
BARRICK GOLD CORP (USA)	 	 	50,250		
BB&T CORP	 	 	147,951		
BERKSHIRE HATHAWAY CL B	 	 	874,501		
BEST BUY CO INC	 	 	72,380		

14

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
BROCADE COMM SYS	 	 	44,505		
CANADIAN NAT'L RES (USD)	 	 	116,856		
CAPITAL ONE FIN CORP	 	 	567,407		
CARDINAL HEALTH INC	 	 	173,452		
CBS CORP CL B	 	 	182,157		
CHUBB LTD	 	 	348,213		
CIGNA CORP	 	 	228,275		
CIMAREX ENERGY CO	 	 	73,560		
CISCO SYSTEMS INC	 	 	391,602		
CITIGROUP INC	 	 	572,251		
COMCAST CORP CL A	 	 	171,660		
COMPUTER SCIENCES CORP	 	 	108,792		
CRANE CO	 	 	55,638		
CROWN HOLDINGS INC	 	 	180,441		
CVS HEALTH CORP	 	 	163,569		
DELTA AIR INC	 	 	362,586		
DIAMONDBACK ENERGY INC	 	 	85,431		
DISCOVER FIN SVCS	 	 	340,165		
DOW CHEMICAL CO	 	 	148,468		
EBAY INC	 	 	194,668		
ENERGEN CORP	 	 	90,916		
EOG RESOURCES INC	 	 	388,708		
EQT CORPORATION	 	 	48,168		
EXPRESS SCRIPTS HLDG CO	 	 	349,553		
FIFTH THIRD BANCORP	 	 	125,545		
FLEXTRONICS INTL LTD	 	 	157,624		
GENERAL DYNAMICS CORPORAT	 	 	284,610		
GILEAD SCIENCES INC	 	 	326,338		
HARRIS CORP	 	 	225,766		
HEWLETT PACKARD ENTERPRISE	 	 	170,286		
HONEYWELL INTL INC	 	 	97,045		
HP INC	 	 	97,704		
HUNTSMAN CORP	 	 	97,111		
INGERSOLL RAND PLC	 	 	108,700		
INTERNATIONAL PAPER CO	 	 	104,391		
JOHNSON & JOHNSON	 	 	579,444		
JPMORGAN CHASE & CO	 	 	839,902		
LEAR CORP NEW	 	 	181,174		
LIBERTY BROADBAND CORP C	 	 	81,109		
LIBERTY GLOBAL PLC CL C	 	 	328,076		
LIBERTY LILAC GROUP-C	 	 	28,810		
LIBERTY MEDIA CLASS C	 	 	112,679		
LOCKHEED MARTIN CORP	 	 	385,658		

15

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
MARATHON PETROLEUM CORP	 	 	80,456		
MCKESSON CORP	 	 	157,784		
MEDTRONIC PLC	 	 	221,607		
MERCK & CO INC NEW	 	 	288,556		
METHANEX CORP (USD)	 	 	95,168		
METLIFE INC	 	 	145,739		
MICROSOFT CORP	 	 	635,801		
NAVIENT CORP	 	 	88,829		
OCCIDENTAL PETROLEUM CORP	 	 	505,790		
OMNICOM GROUP INC	 	 	45,547		
ORACLE CORP	 	 	194,340		
PFIZER INC	 	 	482,877		
PHILLIPS 66	 	 	379,307		
QEP RESOURCES INC	 	 	92,031		
QUEST DIAGNOSTICS INC	 	 	107,208		
RAYTHEON CO	 	 	283,181		
SEAGATE TECHNOLOGY	 	 	43,185		
SIX FLAGS ENTERTAINMENT	 	 	104,771		
TARGET CORP	 	 	337,201		
TEVA PHARMACEUTICAL IND A	 	 	60,848		
TEXTRON INC	 	 	141,658		
TIME INC	 	 	33,596		
TIME WARNER INC	 	 	169,888		
TRAVELERS COMPANIES INC	 	 	135,093		
TYSON FOODS INC CL A	 	 	182,069		
UNITED CONTINENTAL HLDGS	 	 	177,687		
UNITED TECHNOLOGIES CORP	 	 	185,799		
VERIZON COMM INC	 	 	388,433		
WELLS FARGO & CO	 	 	705,973		
WESTERN DIGITAL CORP	 	 	105,688		
WESTROCK CO	 	 	138,867		
XL GROUP PLC	 	 	172,510		
ZIMMER BIOMET HOLDINGS INC	 	 	143,318		
BBH STIF FUND	 	 	324,860		
SUBTOTAL	 	 	19,578,874		
 	 	 	 	
Robeco Small/Mid Capitalization Value Equity Fund	US Small/Mid Cap Stock Fund	 	 	
ABERCROMBIE & FITCH CL A	 	 	131,517		
ABM INDUSTRIES INC	 	 	117,325		
ACTUANT CORP CL A	 	 	36,755		
AECOM	 	 	80,180		
AEGION CORP	 	 	48,989		
AES CORP	 	 	75,038		

16

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
AIR LEASE CORP CL A	 	 	79,348		
ALLY FINANCIAL INC	 	 	100,824		
AMDOCS LTD	 	 	127,585		
AMERICAN CAP MTG INVSTMNT	 	 	31,550		
AMERICAN CAPITAL AGENCY	 	 	52,263		
AMERICAN EAGLE OUTFITTERS	 	 	171,895		
AMERICAN RESIDENTIAL PPTY	 	 	108,656		
AMSURG CORP	 	 	99,104		
ANWORTH MTG ASSET CORP	 	 	29,254		
APOLLO INVT CORP	 	 	38,753		
ARES CAPITAL CORP	 	 	42,779		
ARES COMMERCIAL REAL ESTA	 	 	98,876		
ARROW ELECTRONICS INC	 	 	202,904		
ASCENA RETAIL GROUP INC	 	 	88,079		
ASSURANT INC	 	 	44,216		
ASSURED GUARANTY LTD	 	 	89,043		
AVNET INC	 	 	185,026		
AXIS CAPITAL HOLDINGS LTD	 	 	141,225		
BELDEN INC	 	 	32,184		
BMC STK HLDGS INC	 	 	84,001		
BOOZ ALLEN HAMILTON CL A	 	 	62,903		
BRINKS CO	 	 	33,045		
BRISTOW GROUP INC	 	 	129,966		
BROCADE COMM SYS	 	 	88,367		
BROOKS AUTOMATION INC	 	 	45,636		
CABOT CORP	 	 	49,056		
CDW CORPORATION	 	 	147,098		
CENTENE CORP	 	 	53,767		
CHATHAM LODGING TRUST	 	 	95,662		
CHEMED CORP	 	 	192,193		
CLOUD PEAK ENERGY INC	 	 	26,110		
CLUBCORP HLDGS INC	 	 	59,304		
COHERENT INC	 	 	78,327		
COLONY CAPITAL INC	 	 	120,503		
COLUMBIA BANKING SYS INC	 	 	38,784		
CONVERGYS CORP	 	 	53,339		
CROWN HOLDINGS INC	 	 	155,091		
CUBIC CORP	 	 	122,661		
CURTISS WRIGHT CORPORATIO	 	 	105,011		
CYS INVESTMENTS INC	 	 	145,416		
DIAMONDBACK ENERGY INC	 	 	137,078		
DILLARDS INC CL A	 	 	41,266		
DREW INDUSTRIES INC	 	 	223,162		

17

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
DRIL-QUIP INC	 	 	44,600		
ENERSYS INC	 	 	142,118		
ESSENT GROUP LTD	 	 	90,055		
EXPRESS INC	 	 	109,037		
FEDERATED INVS CL B NV	 	 	66,182		
FERROGLOBE PLC	 	 	28,982		
FIFTH STREET FINANCE CORP	 	 	50,517		
FINISH LINE INC CL A	 	 	85,717		
FIRST AMERICAN FIN CORP	 	 	32,131		
FIRST CASH FIN SRVS INC	 	 	91,067		
FIRST CITIZEN BANCSHARES	 	 	62,994		
FIRST REPUBLIC BANK	 	 	44,458		
FLEXTRONICS INTL LTD	 	 	121,785		
FNF GROUP	 	 	120,929		
FOOT LOCKER INC	 	 	137,145		
FORUM ENERGY TECH INC	 	 	42,227		
FTD COS INC	 	 	59,694		
FTI CONSULTING INC	 	 	41,141		
G & K SERVICES INC CL A	 	 	54,975		
GRANITE CONSTRUCTION INC	 	 	99,551		
GRAPHIC PACKAGING HLDGS C	 	 	265,350		
GROUP 1 AUTOMOTIVE INC	 	 	67,827		
HANGER INC	 	 	49,103		
HANOVER INSURANCE GROUP	 	 	56,287		
HARRIS CORP	 	 	88,377		
HATTERAS FINANCIAL CORP	 	 	108,133		
HEIDRICK & STRUGGLES INTL	 	 	65,029		
HELIX ENERGY SOL GRP INC	 	 	18,715		
HIBBETT SPORTS INC	 	 	43,727		
HILLENBRAND INC	 	 	70,460		
HUNTINGTON BANCSHARES INC	 	 	120,720		
HUNTINGTON INC W/I	 	 	157,167		
HUNTSMAN CORP	 	 	29,096		
IAC/INTERACTIVECORP	 	 	67,136		
ICON PLC	 	 	150,116		
INFINITY PPTY & CASUALTY	 	 	44,404		
INGRAM MICRO INC CL A	 	 	147,981		
INSIGHT ENTERPRISES INC	 	 	38,609		
INTEGRA LIFESCIENCES HLDS	 	 	103,161		
INTERNATIONAL SPEEDW A (1	 	 	33,585		
INVESTORS BANCORP INC NEW	 	 	74,802		
KAR AUCTION SERVICES INC	 	 	133,567		
KINDRED HEALTHCARE INC	 	 	64,040		

18

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
KNOLL INC	 	 	48,805		
KOSMOS ENERGY LTD	 	 	38,600		
LANDSTAR SYSTEM INC	 	 	39,472		
LEAR CORP NEW	 	 	152,186		
LEUCADIA NATIONAL CORP	 	 	110,374		
LIFEPOINT HEALTH INC	 	 	76,630		
LIVE NATION ENTERTAINMENT	 	 	81,228		
MAIDEN HLDGS LTD	 	 	234,788		
MANPOWERGROUP INC	 	 	95,163		
MAXIMUS INC	 	 	63,056		
MENS WEARHOUSE INC	 	 	125,397		
MFA FINANCIAL INC	 	 	122,291		
MINERALS TECHNOLOGIES INC	 	 	67,001		
MRC GLOBAL INC	 	 	55,664		
MUELLER INDUSTRIES INC	 	 	29,214		
MULTI PACKAGING SOLUTIONS	 	 	66,242		
NATIONSTAR MORTGAGE HLDGS	 	 	79,565		
NAVIENT CORP	 	 	104,699		
NAVIGANT CONSULTING INC	 	 	124,481		
NELNET INC CL A	 	 	39,478		
NU SKIN ENTERPRISES CL A	 	 	84,002		
ON SEMICONDUCTOR CORP	 	 	135,485		
OWENS AND MINOR INC	 	 	42,924		
PACKAGING CORP OF AMERICA	 	 	145,898		
PAREXEL INTL CORP	 	 	55,518		
PARSLEY ENERGY INC CL A	 	 	197,655		
PARTNERRE LTD	 	 	101,312		
PHH CORP	 	 	111,537		
PNM RESOURCES INC	 	 	50,318		
QEP RESOURCES INC	 	 	47,195		
RADIAN GROUP INC	 	 	114,337		
RAYMOND JAMES FIN INC.	 	 	116,520		
REALOGY HOLDINGS CORP	 	 	55,372		
REINSURANCE GROUP OF AMER	 	 	132,004		
RENT A CTR INC	 	 	35,344		
RICE ENERGY INC	 	 	41,289		
RSP PERMIAN INC	 	 	49,341		
RPX CORP	 	 	86,680		
SCHWEITZER-MAUDUIT INTL	 	 	80,453		
SELECT MEDICAL HLDGS CORP	 	 	55,310		
SENSIENT TECH CORP	 	 	46,424		
SERVICE CORP INTL INC	 	 	53,575		
SILVER BAY RLTY TR CORP	 	 	41,405		

19

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
SLM CORP	 	 	58,406		
STANCORP FINL GROUP INC	 	 	59,901		
STARZ - A	 	 	134,670		
STEEL DYNAMICS INC	 	 	80,058		
STEVEN MADDEN LTD	 	 	102,778		
SVB FINL GROUP	 	 	43,042		
SYKES ENTERPRISES INC	 	 	71,779		
SYMETRA FINANCIAL CORP	 	 	81,268		
SYMMETRY SURGICAL INC	 	 	2,337		
SYNNEX CORP	 	 	144,248		
TEGNA INC	 	 	67,169		
TELETECH HOLDINGS INC	 	 	153,784		
TERADYNE INC	 	 	87,930		
TEREX CORP	 	 	49,360		
TETRA TECH INC	 	 	77,071		
THOR INDUSTRIES INC	 	 	158,568		
TIMKEN CO	 	 	98,778		
TORCHMARK CORP	 	 	82,996		
TUTOR PERINI CORP	 	 	34,853		
TWO HBRS INVT CORP	 	 	143,443		
UNIVERSAL CORP	 	 	77,446		
VALIDUS HOLDING	 	 	216,915		
WALKER & DUNLOP INC	 	 	200,835		
WESCO INTERNATIONAL INC	 	 	139,164		
WESTERN REFINING INC	 	 	130,155		
WORLD FUEL SERVICES CORP	 	 	184,608		
BBH STIF FUND	 	 	310,827		
SUBTOTAL	 	 	14,690,432		
 	 	 	 	
Total common stocks	 	 	54,548,994		
 	 	 	 	
Common and Collective Trusts	 	 	 		
Blackrock US Debt Index NL Fund M	US Bond Index	 	107,502,585		
Principal Diversified Real Asset Collective Investment Trust Tier 2	Diversified Inflation Fund	 	39,966,108		
SSgA Global All Cap Equity Ex US Index Non-Lending Series Fund Class A	Non-US Stock Index	 	100,115,145		
SSgA S&P 500 Index Non-Lending Series Fund Class A	US Large Cap Stock Fund/Index	 	206,034,973		
SSgA Russell Small/Mid Cap Index Non-Lending Series Fund
Class A	US Small/Mid Cap Stock Fund/Index	 	66,766,014		
William Blair Small/Mid Cap Growth Collective Fund	US Small/Mid Cap Stock Fund	 	15,194,956		
Total common and collective trusts	 	 	535,579,781		
 	 	 	 		
Mutual Funds	 	 	 		
*Fidelity Institutional Money Market: Government Portfolio - Class I	Short-Term Investments***	 	11,445,038		

20

FORM 5500, SCHEDULE H: PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2015

	
						
Identity of Issuer, Borrower, Lessor, or Similar Party	Description	Cost**	Current Value	
*Fidelity Institutional Money Market: Money Market Portfolio - Class I	Short-Term Investments***	 	1,461,825		
American Funds EuroPacific Growth Fund R6 Shares	Non-US Stock Fund	 	76,154,833		
Dodge & Cox Income Fund 1 Shares	Bond Fund	 	21,438,887		
Metropolitan West Total Return Bond Fund Institutional Shares	Bond Fund	 	21,674,665		
Total mutual funds	 	 	132,175,248		
 	 	 	 		
Synthetic GICs	Stable Value Fund	 	 		
RGA Reinsurance Co yield 1.719%	 	 	 		
Morley Stable Income Bond Fund Common and Collective Trust	 	 	50,416,741		
Principal Life Ins Co yield 1.650%	 	 	 	
Morley Stable Income Bond Fund Common and Collective Trust	 	 	50,077,326		
Transamerica Premier Life Ins Co yield 2.155%	 	 	 	
Morley Stable Income Bond Fund Common and Collective Trust	 	 	44,612,688		
Total Synthetic GICs	 	 	145,106,755		
 	 	 	 		
Other Investments	 	 	 		
*Pinnacle West Common Stock	Pinnacle West Stock Fund	 	87,359,438		
Self-Directed Brokerage Account	Self-Directed Brokerage Account	 	59,360,266		
*Various participants****	Participant loans	 	24,417,299		
Total other investments	 	 	171,137,003		
 	 	 	 		
Total Assets Held for Investment Purposes	 	 	$	1,038,547,781		

* Party-in-interest
** Cost information is not required for participant-directed investments and therefore is not included.
*** Short-Term Investments represent $11,445,038 held in the Stable Value Fund and $1,461,825 in the Pinnacle West Stock Fund.
**** Interest rates for participant loans as of December 31, 2015, ranged from 4.25% to 10.5% with maturity dates ranging from 2016 to 2031. Presented net of $233,023 in deemed loan distributions.
 
See accompanying Report of Independent Registered Public Accounting Firm.

21

Exhibits Filed

	
				
Exhibit No.	 	Description	
 	 	 	
23.1		 	Consent of Independent Registered Public Accounting Firm	

22

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

	
				
 	 	 	THE PINNACLE WEST CAPITAL	
 	 	 	CORPORATION SAVINGS PLAN	

Date:	June 9, 2016	By	/s/ Barbara M. Gomez	
 	 	 	Barbara M. Gomez	
 	 	 	Vice President Human Resources	
 	 	 	Arizona Public Service Company	

23

EXHIBIT 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statement No. 333-157151 on Form S-8 of our report dated June 9, 2016, relating to the financial statements and financial statement schedule of The Pinnacle West Capital Corporation Savings Plan appearing in this Annual Report on Form 11-K of The Pinnacle West Capital Corporation Savings Plan, for the year ended December 31, 2015.

/s/ DELOITTE & TOUCHE LLP
Phoenix, Arizona
June 9, 2016