SEC Form 4 · accession 0001179110-16-019733
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
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 4:01 pm EST
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 | Feb 18, 2016 | F | 652 | $62.82 | D | 19,275 | D | |
| Common StockF3 | holding | — | — | — | 32,599 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In connection with the vesting of 1,194 time-based restricted stock units, which were granted on February 18, 2015 under the issuer's Second Amended and Restated 2007 Performance Incentive Plan, the reporting person sold 652 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 542 shares were transferred to The Carley Family Trust and are now held indirectly.
- F2Includes 18,275 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.