SEC Form 4 · accession 0001634117-18-000028
Barnes & Noble Education, Inc. · BNED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
JoAnn Magill
Officer — SVP, Human Resources
Period of report
Jul 19, 2018
Accepted (ET)
Jul 23, 2018 · 5:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001634117
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 19, 2018 | A | 10,171 | $0.00 | A | 109,070 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units), BNED Adjusted EBITDA (25% of the Performance Units) and growth of Digital Student Solutions segment revenue (25% of the Performance Units). The performance period is the two year period beginning April 29, 2018 and ending on May 2, 2020. Unearned Performance Units will be forfeited. Once earned, the Performance Units will be converted to shares of Company Common Stock on a one-for-one basis, and such shares will be subject to an additional one year holding period before they fully vest.