SEC Form 4 · accession 0001209191-15-071193
CAMPBELL'S Co · CPB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bennett Dorrance
Director · 10% Owner
Period of report
Aug 24, 2015
Accepted (ET)
Sep 17, 2015 · 5:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000016732
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Aug 24, 2015 | J | 2,419,355 | $0.00 | D | 0 | I | Clarabelle Investments, LLC |
| Common StockF2 | Aug 24, 2015 | J | 2,419,355 | $0.00 | A | 27,876,085 | I | Guillermo Investments, LLC |
| Common StockF3,F2 | Sep 15, 2015 | J | 2,411,555 | — | D | 25,464,530 | I | Guillermo Investments, LLC |
| Common StockF3,F2 | Sep 15, 2015 | J | 2,411,555 | — | A | 27,876,085 | I | Guillermo Investments, LLC |
| Common StockF4,F2 | Sep 15, 2015 | G | 7,800 | $0.00 | D | 27,876,085 | I | Guillermo Investments, LLC |
| Common Stock | holding | — | — | — | 5,718 | D | ||
| Common StockF2,F5 | holding | — | — | — | 460,554 | I | Bennett Dorrance Revocable Trust | |
| Common StockF2,F6 | holding | — | — | — | 2,043 | I | Hank, Inc. | |
| Common StockF2,F7 | holding | — | — | — | 17,957,141 | I | ABD Investments LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1For estate planning purposes, Clarabelle Investments, LLC ("Clarabelle") transferred shares of Campbell Soup Company stock to Guillermo Investments, LLC ("Guillermo") in exchange for an ownership interest in Guillermo. The sole member of Clarabelle is the Bennett Dorrance Revocable Trust (the "Trust"), of which Mr. Dorrance is sole trustee, and the manager of Clarabelle is Hank, Inc. ("Hank"), of which Mr. Dorrance is the sole director and majority owner. The sole manager of Guillermo is Hank. The transfer constituted a change in the form of indirect beneficial ownership but not a change in Mr. Dorrance's indirect pecuniary interest in the shares that were transferred. Clarabelle then distributed its interest in Guillermo to the Trust, its sole owner. The distribution constituted a change in the form of indirect beneficial ownership but not a change in Mr. Dorrance's indirect pecuniary interest in the shares that were transferred.
- F2Mr. Dorrance disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
- F3For estate planning purposes, the membership interest in Guillermo owned by the Trust was sold in a private transaction to DFE Legacy Trust, which is also a member of Guillermo. The underlying shares of Campbell Soup Company Stock held by Guillermo were not sold, assigned or otherwise transferred.
- F4Represents the gift of a 0.02798% interest in Guillermo to a charitable foundation. The underlying shares of Campbell Soup Company stock were not sold, assigned or otherwise transferred.
- F5Bennett Dorrance is the sole Trustee of the Bennett Dorrance Revocable Trust.
- F6Held by Hank, Inc., of which Mr. Dorrance is the majority owner and sole director.
- F7Held by ABD Investments, LLC, of which Hank is the sole manager.