SEC Form 5 · accession 0001209191-15-079212

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

Sep 26, 2015

Accepted (ET)

Nov 10, 2015 · 12:09 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 Stock^F1,F2	Sep 10, 2014	M	19,500	$0.00	A	133,832	I	By Profit Sharing Plan Trust
Class A Common Stock^F3,F1,F2	Sep 11, 2014	S	5,000	$26.0078	D	128,832	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Dec 9, 2014	M	13,100	$0.00	A	141,932	I	By Profit Sharing Plan Trust
Class A Common Stock^F4,F1,F2	Dec 11, 2014	S	14,500	$31.1411	D	127,432	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Dec 19, 2014	S	1,000	$34.86	D	126,432	I	By Profit Sharing Plan Trust
Class A Common Stock^F5,F1,F2	Dec 22, 2014	S	12,100	$34.1647	D	114,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Feb 18, 2015	M	40,000	$0.00	A	154,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F6,F1,F2	Feb 27, 2015	S	10,300	$44.1265	D	144,032	I	By Profit Sharing Plan Trust
Class A Common Stock^F7,F1,F2	Mar 2, 2015	S	29,700	$44.7041	D	114,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Mar 16, 2015	M	4,500	$0.00	A	118,832	I	By Profit Sharing Plan Trust
Class A Common Stock^F8,F1,F2	Mar 16, 2015	S	4,500	$50.5688	D	114,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	May 8, 2015	M	5,000	$0.00	A	119,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F9,F1,F2	May 8, 2015	S	5,000	$42.2524	D	114,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Jun 15, 2015	M	27,000	$0.00	A	141,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Jun 15, 2015	S	556	$49.50	D	140,776	I	By Profit Sharing Plan Trust
Class A Common Stock^F10,F1,F2	Jun 18, 2015	S	21,900	$49.5096	D	118,876	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Jun 23, 2015	M	16,500	$0.00	A	135,376	I	By Profit Sharing Plan Trust
Class A Common Stock^F11,F1,F2	Jun 23, 2015	S	21,044	$48.4335	D	114,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F1,F2	Aug 6, 2015	M	4,000	$0.00	A	118,332	I	By Profit Sharing Plan Trust
Class A Common Stock^F12,F1,F2	Aug 14, 2015	S	4,000	$52.7718	D	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 Stock^F2,F13	—	Sep 10, 2014	M	19,500	D	—	—	Class A Common Stock	19,500	423,392	I
Class B Common Stock^F2,F13	—	Dec 9, 2014	M	13,100	D	—	—	Class A Common Stock	13,100	410,292	I
Class B Common Stock^F2,F13	—	Feb 18, 2015	M	40,000	D	—	—	Class A Common Stock	40,000	370,292	I
Class B Common Stock^F2,F13	—	Mar 16, 2015	M	4,500	D	—	—	Class A Common Stock	4,500	365,792	I
Class B Common Stock^F2,F13	—	May 8, 2015	M	5,000	D	—	—	Class A Common Stock	5,000	360,792	I
Class B Common Stock^F2,F13	—	Jun 15, 2015	M	27,000	D	—	—	Class A Common Stock	27,000	333,792	I
Class B Common Stock^F2,F13	—	Jun 23, 2015	M	16,500	D	—	—	Class A Common Stock	16,500	317,292	I
Class B Common Stock^F2,F13	—	Aug 6, 2015	M	4,000	D	—	—	Class A Common Stock	4,000	313,292	I
Class B Common Stock^F14,F13	—	holding	—	—	—	—	—	Class A Common Stock	3,337,531	3,337,531	I
Class B Common Stock^F15,F13	—	holding	—	—	—	—	—	Class A Common Stock	2,131,119	2,131,119	I

Explanation of responses

F1The shares held by The Profit Sharing Plan Trust fluctuate daily based on individual participant investment choices.
F10The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.50 to $49.645, 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.
F11The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.40 to $48.55, 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.
F12The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.75 to $52.94, 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.
F13Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, and has no expiration date.
F14The 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.
F15The 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.
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.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.00 to $26.0403, inclusive. The reporting person undertakes to provide to Ingles Markets Inc. (the "Company"), any security holder of the Company, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.0042 to $31.3354, 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.
F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.0378 to $34.3267, 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.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.1208 to $44.1479, 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.
F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.50 to $45.2463, 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.
F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.54 to $50.7625, 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.
F9The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.0401 to $42.655, 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.