SEC Form 4 · accession 0001209191-15-047244
HAWAIIAN HOLDINGS INC · HA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zac Hirzel
Director · 10% Owner
Period of report
May 22, 2015
Accepted (ET)
May 27, 2015 · 7:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001172222
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 22, 2015 | A | 3,406 | $0.00 | A | 7,952 | D | |
| Common StockF2,F3 | holding | — | — | — | 503,942 | I | See footnote | |
| Common StockF2,F4 | holding | — | — | — | 3,923,579 | I | See footnote | |
| Common StockF2,F5 | holding | — | — | — | 106,052 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of HA common stock. The restricted stock units shall vest 100% on the day prior to the Issuer's regularly scheduled annual stockholder's meeting for 2016.
- F2The filing of this Form 4 shall not be construed as an admission that Hirzel Capital Management LLC ("Hirzel Capital") or Zac S. Hirzel, the President of Hirzel Capital, is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock of the Issuer purchased by certain private funds to which Hirzel Capital serves as the general partner or managing member. Pursuant to Rule 16a-1, both Hirzel Capital and Mr. Hirzel disclaim such beneficial ownership.
- F3Hirzel Capital holds indirectly 503,942 shares of Common Stock of the Issuer through the account of a private fund ("Account 1"), for which Hirzel Capital is the managing member. Hirzel Capital receives a portion of the profits in the form of a capital allocation from, and owns a membership interest in Account 1. Zac Hirzel reports the Common Stock held indirectly by Account 1 because, as the President of Hirzel Capital, he controls the disposition and voting of the securities.
- F4At the time of the sale, Hirzel Capital holds indirectly 3,923,579 shares of Common Stock of the Issuer through the account of a private fund ("Account 1"), for which Hirzel Capital is the general partner. Hirzel Capital receives a portion of the profits in the form of a capital allocation from, and owns a partnership interest in, Account 1. Zac S. Hirzel reports the Common Stock held indirectly by Account 1 because, as the President of Hirzel Capital at the time of sale, he controlled the disposition and voting of the securities.
- F5At the time of the sale, Hirzel Capital holds indirectly 106,052 shares of Common Stock of the Issuer through the account of a private fund ("Account 2"), for which Hirzel Capital is the general partner. Hirzel Capital receives a portion of the profits in the form of a capital allocation from, and owns a partnership interest in, Account 2. Zac S. Hirzel reports the Common Stock held indirectly by Account 2 because, as the President of Hirzel Capital at the time of sale, he controlled the disposition and voting of the securities.