SEC Form 4 · accession 0000033769-18-000042
BOB EVANS FARMS INC · BOBE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard D Hall
Officer — EVP - Supply Chain & Logistics
Period of report
Jan 12, 2018
Accepted (ET)
Jan 17, 2018 · 5:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000033769
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock $.01 Par ValueF1 | Jan 12, 2018 | D | 39,892 | $77.00 | D | 0 | D | |
| Common Stock $.01 Par ValueF2 | Jan 12, 2018 | A | 519 | $0.00 | A | 519 | D | |
| Common Stock $.01 Par ValueF2 | Jan 12, 2018 | D | 519 | $77.00 | D | 0 | D | |
| Common Stock $.01 Par ValueF1 | Jan 12, 2018 | D | 708 | $77.00 | D | 0 | I | by Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Stock Option (right to buy)F3 | $26.35 | Jan 12, 2018 | D | 1,380 | D | — | Jun 22, 2020 | Common Stock $.01 Par Value | 1,380 | 0 | D |
| Incentive Stock Option (right to buy)F3 | $32.30 | Jan 12, 2018 | D | 737 | D | — | Jun 9, 2019 | Common Stock $.01 Par Value | 737 | 0 | D |
| Incentive Stock Option (right to buy)F3 | $33.95 | Jan 12, 2018 | D | 8,835 | D | — | Jun 10, 2018 | Common Stock $.01 Par Value | 8,835 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3 | $26.35 | Jan 12, 2018 | D | 691 | D | — | Jun 22, 2020 | Common Stock $.01 Par Value | 691 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3 | $32.30 | Jan 12, 2018 | D | 1,476 | D | — | Jun 9, 2019 | Common Stock $.01 Par Value | 1,476 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3 | $33.95 | Jan 12, 2018 | D | 6,165 | D | — | Jun 10, 2018 | Common Stock $.01 Par Value | 6,165 | 0 | D |
Explanation of responses
- F1Pursuant to the Agreement and Plan of Merger, dated as of September 18, 2017 (the Merger Agreement), by and among Bob Evans Farms, Inc. (the Company), Post Holdings, Inc. (Post) and Haystack Corporation, a wholly-owned subsidiary of Post at the effective time of the merger, these shares of Company common stock were converted into the right to receive a cash payment (without interest and subject to applicable withholding taxes) equal to the per share merger consideration of $77.00.
- F2Pursuant to the Merger Agreement, at the effective time of the merger, each of these performance-based restricted stock units were cancelled in exchange for the right to receive a cash payment (without interest and subject to applicable withholding taxes) equal to the per share merger consideration of $77.00.
- F3Pursuant to the Merger Agreement, at the effective time of the merger, this stock option was cancelled in exchange for the right to receive a cash payment (without interest and subject to applicable withholding taxes) equal to the product of (i) the total number of shares of Company common stock subject to such stock option and (ii) the excess of the per share merger consideration of $77.00 over the exercise price per share of the stock option.