SEC Form 4 · accession 0001179110-15-006234

MATTRESS FIRM HOLDING CORP. · MFRM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — General Counsel

Period of report

Apr 10, 2015

Accepted (ET)

Apr 10, 2015 · 7:00 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001419852

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock, par value $0.01 per share^F1	Apr 10, 2015	M	3,000	$29.26	A	27,005	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	894	$67.85	D	26,111	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$67.855	D	26,011	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	1,100	$67.86	D	24,911	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$67.865	D	24,811	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	285	$67.87	D	24,526	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$67.88	D	24,426	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	300	$67.99	D	24,126	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$68.00	D	24,026	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	300	$68.01	D	23,726	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$68.03	D	23,626	D
Common Stock, par value $0.01 per share	Apr 10, 2015	S	100	$68.05	D	23,526	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Option to Purchase Common Stock^F6,F5,F3,F4	$29.26	Apr 10, 2015	M	3,000	D	Aug 13, 2013	Aug 13, 2022	Common Stock	3,000	33,146	D

F1The shares were issued upon the exercise of options (described in Table II) and then immediately sold.
F2The shares that were issued upon the exercise of options by the reporting person were immediately sold, as is presented in Table I.
F3One-half of the options will become exercisable in five equal annual installments beginning on August 13, 2013. The remaining stock options will become exercisable in four equal annual installments beginning on August 13, 2013, provided the issuer has met or exceeded the applicable annual specified stock price increase targets. Assuming all of the targets are met, and subject to the reporting person's continued employment with the issuer, the options will become fully exercisable on August 13, 2017.
F4This number represents the partial exercise of options issued to the reporting person on August 13, 2012 to purchase shares of common stock, par value $0.01 per share, of Mattress Firm Holding Corp.
F5Includes options to purchase shares of common stock, par value $0.01 per share, of Mattress Firm Holding Corp. having varying exercise dates, expiration dates and exercise prices.
F6Pursuant to General Instruction 4(c)(iii) of Form 4, the exercise price is reported in Column 2 of this Table II.