SEC Form 3 · accession 0001326380-15-000166
Geeknet, Inc · GKNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jul 17, 2015
Accepted (ET)
Jul 17, 2015 · 4:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001096199
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.001 par value per shareF1,F2,F3,F4 | holding | — | — | — | 5,924,629 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This form is a joint filing by GameStop Corp. ("GameStop") and Gadget Acquisition, Inc., a direct wholly owned subsidiary of GameStop ("Acquisition Corp.").
- F2Shares of Common Stock, $0.001 par value per share (the "Shares"), of Geeknet, Inc. ("Geeknet") acquired pursuant to the tender offer effected pursuant to the Agreement and Plan of Merger, dated June 1, 2015 (the "Merger Agreement"), by and among GameStop, Acquisition Corp. and Geeknet (such tender offer, the "Offer").
- F3Shares were held by Acquisition Corp. As Acquisition Corp. is a direct wholly owned subsidiary of GameStop, GameStop may be deemed to have acquired indirect beneficial ownership of the Shares.
- F4Reflects all of the outstanding shares of Geeknet not tendered in the Offer, which may be deemed to have been acquired by GameStop and Acquisition Corp. pursuant to the consummation of the transactions contemplated by the Merger Agreement.
Remarks
Exhibit 99 Joint Filer Information, incorporated herein by reference.