SEC Form 4 · accession 0001209191-19-017648
BJ's Wholesale Club Holdings, Inc. · BJ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert W. Eddy
Officer — EVP, Chief Fin. & Admin Off.
Period of report
Mar 5, 2019
Accepted (ET)
Mar 7, 2019 · 2:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001531152
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 5, 2019 | M | 25,000 | $1.79 | A | 112,500 | D | |
| Common StockF2 | Mar 5, 2019 | S | 25,000 | $26.20 | D | 87,500 | D | |
| Common Stock | holding | — | — | — | 2,000 | I | By Minor Children | |
| Common Stock | holding | — | — | — | 86,324 | I | Robert W. Eddy November 2018 GRAT | |
| Common Stock | holding | — | — | — | 52,489 | I | Robert W. Eddy November 2018 GRAT II |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF3 | $1.79 | Mar 5, 2019 | M | 25,000 | D | — | Sep 30, 2021 | Common Stock | 25,000 | 226,367 | D |
| Stock OptionF4 | $5.72 | Mar 5, 2019 | A | 56,000 | A | Mar 5, 2019 | Sep 20, 2026 | Common Stock | 56,000 | 280,000 | D |
Explanation of responses
- F1The exercise and sale reported on this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on September 27, 2018, as amended.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $26.00 to $26.52 inclusive. The reporting person undertakes to provide to BJ's Wholesale Club Holdings, Inc., any security holder of BJ's Wholesale Club Holdings, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2).
- F3This option is fully vested and currently exercisable.
- F4The amount reported reflects the number of shares of common stock that vested under the performance-vesting portion of the stock option granted on September 20, 2016 based upon the Issuer's March 5, 2019 determination of the applicable performance criteria achieved in fiscal year 2018.