SEC Form 4 · accession 0001214659-16-009326
Fresh Market, Inc. · TFM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott F. Duggan
Officer — SVP General Counsel
Period of report
Feb 3, 2016
Accepted (ET)
Feb 5, 2016 · 5:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001489979
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stockF1 | Feb 4, 2016 | M | 734 | $0.00 | A | 12,230 | D | |
| Common stockF2 | Feb 4, 2016 | F | 283 | $18.99 | D | 11,947 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to purchaseF3,F4 | $18.69 | Feb 3, 2016 | A | 15,867 | A | — | — | Common stock | 15,867 | 15,867 | D |
| Restricted stock unitsF5,F6 | — | Feb 3, 2016 | A | 6,019 | A | — | — | Common stock | 6,019 | 6,019 | D |
| Restricted stock unitsF5,F7 | — | Feb 4, 2016 | M | 734 | D | — | — | Common stock | 734 | 2,204 | D |
Explanation of responses
- F1Represents shares of common stock delivered upon the vesting of restricted stock units.
- F2Represents shares of common stock withheld to pay taxes upon the vesting of restricted stock units.
- F3The options vest in 25% increments on each of the first four anniversaries of the grant date, provided that the holder remains employed by The Fresh Market, Inc. or its affiliates through the relevant vesting date, subject to provisions for death, disability, retirement, and change of control.
- F4The options expire upon the earlier of (a) the tenth anniversary of the date of grant and (b) three months after the holder of the option terminates employment with The Fresh Market, Inc. or its affiliates, subject to provisions for termination for cause, death, disability, retirement, and change of control.
- F5Each restricted stock unit (RSU) represents the right to receive one share of common stock of The Fresh Market, Inc. on the vesting date, provided that the holder of the RSU remains employed by The Fresh Market, Inc. or its affiliates through the relevant vesting date, subject to provisions for death, disability, retirement, and change of control. RSUs include the right to have shares withheld to satisfy tax withholding obligations upon vesting.
- F6The RSUs vest in 25% increments on each of the first four anniversaries of the grant date.
- F72,938 RSUs granted on February 4, 2015 vest in 25% increments on each of the first four anniversaries of the grant date.