SEC Form 4 · accession 0001104659-16-144229

Smart & Final Stores, Inc. · SFS

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

Reporting owner

David G. Hirz

Officer — President & CEO · Director

Period of report

Sep 8, 2016

Accepted (ET)

Sep 12, 2016 · 4:31 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001563407

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
common stock, par value $0.001^F1	Sep 8, 2016	M	34,755	$2.09	A	163,140	D
common stock, par value $0.001^F2,F3	Sep 8, 2016	S	34,755	$13.00	D	128,385	D
common stock, par value $0.001^F1	Sep 8, 2016	M	52,857	$2.09	A	181,242	D
common stock, par value $0.001^F2,F3	Sep 8, 2016	S	31,801	$13.00	D	149,441	D
common stock, par value $0.001^F1	Sep 9, 2016	M	39,756	$2.09	A	189,197	D
common stock, par value $0.001^F2,F4	Sep 9, 2016	S	39,756	$12.79	D	149,441	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (right to buy)^F5	$2.09	Sep 8, 2016	M	34,755	A	—	Apr 6, 2017	common stock	926,781	892,026	D
Stock Option (right to buy)^F5	$2.09	Sep 8, 2016	M	52,857	A	—	Apr 6, 2017	common stock	892,026	839,169	D
Stock Option (right to buy)^F5	$2.09	Sep 9, 2016	M	39,756	A	—	Apr 6, 2017	common stock	839,169	799,413	D

Explanation of responses

F1These shares were acquired pursuant to exercises of stock options as described in Table II.
F2The sales reported in this Form 4 were affected pursuant to a Rule 10b5-1 sales plan adopted by Mr. Hirz on August 10, 2016.
F3These shares are comprised of shares acquired pursuant to exercises of stock options as described in Footnote 1, and were sold in multiple transactions at prices ranging from $12.91 to $13.06 per share. The price reported reflects the weighted average price. Mr. Hirz undertakes to provide the issuer, any security holder of the issuer 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 range set forth above.
F4These shares are comprised of shares acquired pursuant to exercises of stock options as described in Footnote 1, and were sold in multiple transactions at prices ranging from $12.73 to $12.95 per share. The price reported reflects the weighted average price. Mr. Hirz undertakes to provide the issuer, any security holder of the issuer 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 range set forth above.
F5The option was granted on April 6, 2010. A portion of the option was scheduled to vest ratably over four years following the date of grant, and the remainder of the option was scheduled to vest upon achievement by Smart & Final Holdings Corp. of certain performance measures. In connection with the acquisition of Smart & Final Holdings Corp. by Smart & Final Stores, Inc., this option accelerated and vested in accordance with its terms on November 15, 2012.