SEC Form 4 · accession 0001179110-15-013299
MATTRESS FIRM HOLDING CORP. · MFRM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Samuel Woods
Officer — Senior Vice President
Period of report
Sep 9, 2015
Accepted (ET)
Sep 11, 2015 · 5:19 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1 | Sep 9, 2015 | A | 1,533 | $0.00 | A | 5,909 | D | |
| Common Stock, par value $0.01 per shareF3 | Sep 9, 2015 | A | 981 | $0.00 | A | 6,890 | D | |
| Common Stock, par value $0.01 per shareF2 | Sep 9, 2015 | F | 179 | $58.95 | D | 6,711 | D | |
| Common Stock, par value $0.01 per shareF6 | Sep 9, 2015 | F | 100 | $62.69 | D | 6,611 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Option to Purchase Common StockF5,F4 | $60.74 | Sep 9, 2015 | A | 1,721 | A | — | Sep 9, 2025 | Common Stock | 1,721 | 24,018 | D |
Explanation of responses
- F1Represents shares of restricted common stock granted to the reporting person pursuant to the Mattress Firm Holding Corp. 2011 Omnibus Incentive Plan. Subject to the reporting person's continued employment with the issuer, the shares will vest in four equal annual installments beginning on September 9, 2016, provided the issuer has met or exceeded the applicable annual specified stock price increase targets.
- F2Reflects a reduction of shares of restricted stock withheld to cover taxes payable by the reporting person due to the vesting of a restricted stock grant on September 4, 2015.
- F3Represents shares of restricted common stock granted to the reporting person pursuant to the Mattress Firm Holding Corp. 2011 Omnibus Incentive Plan. Subject to the reporting person's continued employment with the issuer, the shares will vest in four equal annual installments beginning on September 9, 2016.
- F4This option to purchase common stock will become exercisable in four equal annual installments on each anniversary of the date of grant beginning on September 9, 2016. Subject to the reporting person's continued employment with the issuer, this option will become fully exercisable on September 9, 2019.
- F5Includes options to purchase common stock of Mattress Firm Holding Corp. having varying exercise dates, expiration dates and exercise prices.
- F6Reflects a reduction of shares of restricted stock withheld to cover taxes payable by the reporting person due to the vesting of a restricted stock grant on September 4, 2014.