SEC Form 4 · accession 0001246360-16-005065
HD Supply Holdings, Inc. · HDS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Stegeman
Officer — Pres, HD Supply C&I-White Cap
Period of report
Mar 9, 2016
Accepted (ET)
Mar 11, 2016 · 7:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001573097
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 10, 2016 | M | 9,743 | $27.33 | A | 49,367 | D | |
| Common StockF5 | Mar 11, 2016 | S | 3,227 | $27.99 | D | 46,140 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted StockF1 | $0.00 | Mar 9, 2016 | A | 10,655 | A | — | — | Common Stock | 10,655 | 10,655 | D |
| Stock Options (Right to Buy)F2 | $0.00 | Mar 9, 2016 | A | 84,001 | A | — | — | Common Stock | 84,001 | 84,001 | D |
| Restricted StockF3 | $27.33 | Mar 10, 2016 | M | 9,743 | D | — | — | Common Stock | 9,743 | 29,231 | D |
Explanation of responses
- F1Restricted shares granted under the 2013 Omnibus Incentive Plan that vest in four equal annual installments beginning on the first anniversary of the March 9, 2016 grant date, subject to continued employment through the vesting date. Upon retirement at or after age 62 with five years of continuous service, the restricted shares continue to vest as scheduled, subject to the reporting person's agreement not to engage in solicitation or competitive activity with the Company.
- F2Nonqualified stock options granted under the 2013 Omnibus Incentive Plan that vest in four equal annual installments beginning on the first anniversary of the March 9, 2016 grant date, subject to continued employment through the vesting date. Upon retirement at or after age 62 with five years of continuous service, the restricted shares continue to vest as scheduled, subject to the reporting person's agreement not to engage in solicitation or competitive activity with the Company.
- F3Conversion on vesting and lapse of restrictions on restricted shares granted on March 10, 2015 under the 2013 Omnibus Incentive Plan. The award vests in four equal annual installments from the grant date.
- F4Shares withheld and sold in the open market to satisfy mandatory tax withholding upon vesting and lapse of restrictions on restricted shares.
- F5This transaction was executed in multiple trades at prices ranging from $27.96 to $28.10. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.