SEC Form 4 · accession 0001628280-18-014250
Simply Good Foods Co · SMPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy Richard Kraft
Officer — Gen. Counsel & Corp. Secretary
Period of report
Nov 8, 2018
Accepted (ET)
Nov 13, 2018 · 2:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001702744
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 8, 2018 | A | 18,949 | $0.00 | A | 18,949 | D | |
| Common StockF2 | Nov 8, 2018 | A | 15,066 | $0.00 | A | 34,015 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to Purchase Common StockF3 | $19.89 | Nov 8, 2018 | A | 26,907 | A | — | Nov 8, 2028 | Common Stock | 26,907 | 26,907 | D |
Explanation of responses
- F1Represents time-based restricted stock units ("RSUs") granted under the issuer's 2017 Omnibus Incentive Plan. Each RSU represents the contingent right to receive one share of the issuer's common stock. The RSUs vest in three equal annual installments beginning on November 8, 2019, subject to the reporting person's continuous service with the issuer as of each vesting date.
- F2Represents performance-based restricted stock units ("PSUs") granted under the issuer's 2017 Omnibus Incentive Plan. Each PSU represents the contingent right to receive one share of the issuer's common stock. The PSUs vest at the end of a three-year period as follows, subject to the reporting person's continuous service with the issuer as of the vesting date: (i) 50% of the PSUs vest on November 8, 2021 if the closing price of the issuer's common stock for at least 20 of the 30 consecutive trading days immediately prior to November 8, 2021, equals or exceeds 100%, but less than 115%, of the closing price of the issuer's common stock on the grant date, and (ii) 100% of the PSUs vest on November 8, 2021 if the closing price of the issuer's common stock for at least 20 of the 30 consecutive trading days immediately prior to November 8, 2021, meets or exceeds 115% of the closing price of the issuer's common stock on the grant date.
- F3The stock options vest in three equal annual installments beginning on November 8, 2019, subject to the reporting person's continuous service with the issuer as of each vesting date.