SEC Form 4 · accession 0001209191-15-014707
INGLES MARKETS INC · IMKTA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert P Ingle II
Officer — Chairman & CEO · Director · 10% Owner
Period of report
Feb 12, 2015
Accepted (ET)
Feb 17, 2015 · 6:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000050493
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Feb 13, 2015 | S | 35,874 | $42.2004 | D | 0 | D | |
| Class A Common StockF2 | holding | — | — | — | 114,332 | I | By Profit Sharing Plan Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF4,F3 | — | Feb 12, 2015 | J | 24,076 | D | — | — | Class A Common Stock | 24,076 | 0 | I |
| Class B Common StockF5,F3 | — | holding | — | — | — | — | — | Class A Common Stock | 3,337,531 | 3,337,531 | I |
| Class B Common StockF6,F3 | — | holding | — | — | — | — | — | Class A Common Stock | 2,131,119 | 2,131,119 | I |
| Class B Common StockF2,F3 | — | holding | — | — | — | — | — | Class A Common Stock | 442,892 | 442,892 | I |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.0115 to $42.3691, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F2The shares are held by Ingles Markets Inc. Investment/Profit Sharing Plan Trust (the "Profit Sharing Plan Trust"), of which the reporting person was appointed a trustee on May 10, 2011. The reporting person shares voting and dispositive power with the two other trustees of the Profit Sharing Plan Trust with respect to such shares.
- F3Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, and has no expiration date.
- F4Represents a change in the custodian for the minor children of the reporting person from the reporting person's spouse to the reporting person's mother. The reporting person no longer holds a beneficial interest in the shares held by the reporting person's mother as custodian for his minor children.
- F5The shares are held by Robert P. Ingle, Sr. Administrative Trust UTA Robert Pierce Ingle Living Trust dated December 24, 2010 (the "Marital Trust"), which was created by Robert P. Ingle, Sr. for estate planning purposes on December 24, 2010. The reporting person is the sole trustee of the Marital Trust with sole voting and dispositive power with respect to such shares.
- F6The shares are held by Laura Anne Laxton Ingle 2011 Irrevocable Trust dated September 8, 2011 (the "Laura Ingle Trust"), which was created by Laura Ingle for estate planning purposes on September 8, 2011. The reporting person is the sole trustee of the Laura Ingle Trust with sole voting and dispositive power with respect to such shares.