SEC Form 4 · accession 0001179110-15-010326
RED ROBIN GOURMET BURGERS INC · RRGB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen E. Carley
Officer — Chief Executive Officer · Director
Period of report
Jun 24, 2015
Accepted (ET)
Jun 26, 2015 · 4:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001171759
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 24, 2015 | F | 570 | $85.26 | D | 14,359 | D | |
| Common StockF3 | holding | — | — | — | 32,057 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In connection with the vesting of 1,225 time-based restricted stock units which were granted on June 24, 2011 under the issuer's Second Amended and Restated 2007 Performance Incentive Plan, the reporting person sold 570 of such shares to the issuer to satisfy his tax withholding obligations. The sale was approved by the issuer's Compensation Committee in accordance with Rule 16b-3(d)(1) of the Exchange Act (the "Act"), and as such, the sale is exempt from Section 16(b) of the Act pursuant to Rule 16b-3(e) promulgated thereunder. The net 655 shares were transferred to The Carley Family Trust and are now held indirectly.
- F2Includes 13,359 restricted stock units subject to vesting and forfeiture restrictions.
- F3The shares are held indirectly by the reporting person as co-trustee of The Carley Family Trust.