SEC Form 4 · accession 0001209191-19-017664
BJ's Wholesale Club Holdings, Inc. · BJ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Graham Luce
Officer — SVP, Secretary
Period of report
Mar 5, 2019
Accepted (ET)
Mar 7, 2019 · 2:26 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 | 10,000 | $5.72 | A | 27,577 | D | |
| Common StockF2 | Mar 5, 2019 | S | 10,000 | $25.85 | D | 17,577 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF3 | $5.72 | Mar 5, 2019 | M | 10,000 | D | — | May 19, 2025 | Common Stock | 10,000 | 39,000 | D |
| Stock OptionF4 | $5.72 | Mar 5, 2019 | A | 14,000 | A | Mar 5, 2019 | May 19, 2025 | Common Stock | 14,000 | 53,000 | 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 October 1, 2018.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $25.65 to $26.00 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).
- F3The option is currently exercisable with respect to 28,000 shares of common stock. The remainder of the options will vest on September 30, 2019.
- F4The amount reported reflects the number of shares of common stock that vested under the performance-vesting portion of the stock option granted on May 19, 2015 based upon the Issuer's March 5, 2019 determination of the applicable performance criteria achieved in fiscal year 2018.