SEC Form 4 · accession 0001437749-16-029906
UNIFIRST CORP · UNF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald D Croatti
Officer — President and CEO · Director · 10% Owner
Period of report
Apr 21, 2016
Accepted (ET)
Apr 25, 2016 · 9:49 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000717954
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 21, 2016 | A | 140,000 | $0.00 | A | 144,200 | D | |
| Class B Common Stock | holding | — | — | — | 1,027,770 | D | ||
| Class B Common StockF2 | holding | — | — | — | 4,374 | I | By Trust | |
| Class B Common StockF3 | holding | — | — | — | 176,792 | I | By Trust | |
| Class B Common StockF4,F5 | holding | — | — | — | 1,019,248 | I | By Partnership | |
| Class B Common StockF5,F6 | holding | — | — | — | 1,931,485 | I | By Partnership | |
| Common StockF7 | holding | — | — | — | 950 | I | By LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of restricted common stock (the "Performance Restricted Shares") granted to Ronald D. Croatti under the UniFirst Corporation Amended and Restated 2010 Stock Option and Incentive Plan. The number of Performance Restricted Shares to be earned will depend on whether and the extent to which the issuer achieves certain consolidated revenues and adjusted operating margins during certain performance periods as set forth in a Restricted Stock Award Agreement (the "Award Agreement"), which was filed as Exhibit 10.2 to the issuer's Current Report on Form 8-K on April 22, 2016 The shares of restricted common stock earned upon achievement of the corporate performance criteria will generally vest in two equal amounts on the third and fourth anniversaries of the grant date as set forth in the Award Agreement.
- F2Represents shares owned directly by The Marie Croatti QTIP Trust. Ronald D. Croatti is a trustee of The Marie Croatti QTIP Trust. Mr. Croatti disclaims beneficial ownership of these reported securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Croatti is the beneficial owner of these securities for purposes of Section 16 or any other purpose.
- F3Ronald D. Croatti is a trustee of certain trusts, which as of the date of filing this report, each directly owns a portion of these reported securities. Mr. Croatti disclaims beneficial ownership of these reported securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the securities for purposes of Section 16 or any other purpose.
- F4Represents shares owned directly by The Red Cat Limited Partnership, a 10% beneficial owner of the issuer, and indirectly by each of Red Cat Management Associates, Inc., Ronald D. Croatti and Cynthia Croatti. Red Cat Management Associates, Inc. is the general partner of The Red Cat Limited Partnership. Ronald D. Croatti and Cynthia Croatti are officers, directors and shareholders of Red Cat Management Associates, Inc. Ronald D. Croatti is the beneficiary, but not a trustee, of a trust holding a limited partnership interest in The Red Cat Limited Partnership. Cynthia Croatti is a trustee or beneficiary of certain trusts which hold limited partnership interests in The Red Cat Limited Partnership.
- F5Each of the aforementioned reporting persons disclaims beneficial ownership of these reported securities, except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of these securities for purposes of Section 16 or any other purpose.
- F6Represents shares owned directly by The Queue Limited Partnership and indirectly by each of Queue Management Associates, Inc., Ronald D. Croatti, Cynthia Croatti and Cecelia Levenstein. Queue Management Associates, Inc. is the general partner of The Queue Limited Partnership. Ronald D. Croatti and Cynthia Croatti are officers, directors and shareholders of Queue Management Associates, Inc., and Cecelia Levenstein is a director and shareholder of Queue Management Associates, Inc. Ronald D. Croatti is a beneficiary, but not a trustee, of a trust holding a limited partnership interest in The Queue Limited Partnership. Cynthia Croatti and Cecelia Levenstein are trustees or beneficiaries of various trusts which hold limited partnership interests in The Queue Limited Partnership.
- F7Represents shares owned indirectly by Ronald D. Croatti as the manager of a limited liability company, MMC Trust LLC. Ronald D. Croatti disclaims beneficial ownership of these reported securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16 or any other purpose.