SEC Form 4 · accession 0001144204-15-052006
FRISCHS RESTAURANTS INC · FRS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Aug 24, 2015
Accepted (ET)
Aug 26, 2015 · 3:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000039047
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Aug 24, 2015 | D | 3,932 | $34.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF3 | $0.00 | Aug 24, 2015 | A | 15 | A | — | — | Common Stock | 15 | 487 | D |
| Phantom StockF4 | — | Aug 24, 2015 | D | 487 | D | Aug 24, 2015 | Aug 24, 2015 | Common Stock | 487 | 0 | D |
Explanation of responses
- F1The transactions reported on this Form 4 relate to the vesting and disposition of shares and equity awards pursuant to the closing of the Agreement and Plan of Merger dated May 21, 2015 among the Issuer, FRI Holding Company, LLC and FRI Merger Sub, LLC (the "Merger Agreement").
- F2The total number of securities disposed of includes 36 shares of stock purchased on October 31, 2014 and 107 shares of stock purchased on April 30, 2015 by the employee under the Company's Employee Stock Purchase Plan.
- F3Acquired under the issuer's executive savings plan. Will be settled in cash or shares of common stock upon the reporting person's retirement or other form of termination.
- F4Pursuant to the Merger Agreement, the phantom shares will be settled in cash for $34.00 per share.