SEC Form 4/A · accession 0001036241-15-000005
CAL-MAINE FOODS INC · CALM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Adolphus B Baker
Officer — Chairman, President & CEO · Director
Period of report
Jan 15, 2015
Accepted (ET)
Mar 19, 2015 · 5:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000016160
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF4,F2 | Jan 15, 2015 | A | 7,500 | $36.63 | A | 333,262 | D | |
| Common StockF4,F3 | holding | — | — | — | 248,368 | I | By wife | |
| Common StockF4,F3 | holding | — | — | — | 4,556 | I | By wife's KSOP | |
| Class A Common StockF4 | holding | — | — | — | 1,210,248 | D | ||
| Class A Common StockF4,F3 | holding | — | — | — | 1,046 | I | By wife |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Award of time-vesting restricted stock pursuant to Cal-Maine Foods, Inc. 2012 Omnibus Long-Term Incentive Plan, subject to continuing employment. The award was approved by a committee composed solely of two or more non-employee directors of the issuer for purposes of Rule 16b-3 and includes an optional tax withholding feature. The award will best 100% on the third anniversary of the date of grant, which was January 15, 2015.
- F246 of such shares are owned by the reporting person and his spouse as joint tenants.
- F3The reporting person disclaims beneficial ownership of all securities held by his wife, Dinnette Adams Baker, directly or indirectly, and this report should not be deemed an admission that the reporting person is the beneficial owner for the purposes of Section 16 or any other purpose.
- F4This amendment is filed to correct the amount of securities beneficially owned following reported transaction (Item 5). The original Form 4 calculations erroneously did not reflect the issuer's stock split in 2014. Further, the reporting person and his spouse had previously miscalculated their total Common Stock holdings and omitted the spouse's holdings in her KSOP account and this filing reflects the correct totals.