SEC Form 4 · accession 0001225208-17-012562
Designer Brands Inc. · DBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jay L Schottenstein
Officer — Executive Chairman · Director · 10% Owner
Period of report
Jul 7, 2017
Accepted (ET)
Jul 11, 2017 · 4:41 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001319947
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common SharesF1 | Jul 7, 2017 | J | 3,406,598 | $0.00 | D | 0 | I | By Schottenstein RVI, LLC |
| Class A Common SharesF1 | Jul 7, 2017 | J | 56,564 | $0.00 | D | 236,528 | I | Schottenstein SEI, LLC |
| Class A Common Shares | holding | — | — | — | 190,151 | D | ||
| Class A Common Shares | holding | — | — | — | 146,668 | I | By Trusts | |
| Class A Common Shares | holding | — | — | — | 1,000,000 | I | Schottenstein Realty LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common SharesF3,F2,F4 | — | Jul 7, 2017 | J | 3,406,598 | A | — | — | Class A Common Shares | 3,406,598 | 7,298,593 | I |
| Class B Common SharesF3,F2,F4 | — | Jul 7, 2017 | J | 56,564 | A | — | — | Class A Common Shares | 56,564 | 349,656 | I |
| Class B Common SharesF2,F4 | — | holding | — | — | — | — | — | Class A Common Shares | 71,905 | 71,905 | D |
Explanation of responses
- F1The Reporting Person exchanged these Class A common shares of the Issuer in a private transaction pursuant to a Share Exchange Agreement dated July 7, 2017 in exchange for a like number of Class B common shares of the Issuer. No monetary proceeds were received as a result of the exchange.
- F2Class B common shares convert to Class A common shares on a one-for-one basis.
- F3The Class B common shares of the Issuer were acquired in exchange for a like number of Class A common shares of the Issuer in the private transaction referenced in footnote (1) above.
- F4The Class B common shares are convertible at any time, at the holder's election, and have no expiration date.