SEC Form 4 · accession 0001209191-18-038097
BLACKHAWK NETWORK HOLDINGS, INC · HAWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jane J. Thompson
Director
Period of report
Jun 15, 2018
Accepted (ET)
Jun 15, 2018 · 4:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001411488
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 15, 2018 | D | 11,317 | $45.25 | D | 0 | D | |
| Common StockF2 | Jun 15, 2018 | D | 3,750 | $45.25 | D | 0 | I | Held by Declaration of trust of Jane J. Thompson dated December 26, 1995 |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1At the effective time of the merger contemplated by the agreement and plan of merger, dated as of January 15, 2018, by and among Blackhawk Network Holdings, Inc. (the "Company"), BHN Holdings, Inc. and BHN Merger Sub, Inc. (the "Effective Time") (i) each outstanding award of restricted stock units granted to Ms. Thompson was cancelled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (A) the total number of shares of common stock of the Company ("Shares") subject to such award immediately prior to the Effective Time by (B) $45.25, less applicable taxes required to be withheld with respect to such payment and (ii) each issued and outstanding Share held by Ms. Thompson was converted into the right to receive $45.25 in cash, without interest.
- F2Ms. Thompson benefits from the Declaration of trust of Jane J. Thompson dated December 26, 1995. As such, Ms. Thompson may be deemed to have beneficial ownership of the securities owned by this entity.