SEC Form 4 · accession 0000741815-17-000075
HOOPER HOLMES INC · HPHW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank R Bazos
Director · 10% Owner
Period of report
Sep 1, 2017
Accepted (ET)
Sep 6, 2017 · 5:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000741815
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 1, 2017 | A | 64,000 | $0.00 | A | 68,600 | D | |
| Common StockF3,F4 | holding | — | — | — | 12,519,259 | I | By holding company |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Award of stock pursuant to the Hooper Holmes, Inc. 2011 Omnibus Incentive Plan, as amended and restated.
- F2These shares were awarded as the equity component of annual non-employee director compensation for 2017, representing approximately $40,000 worth of equity. Continuing a policy in place since 2014, non-employee directors of the Company receive approximately one-half of their annual board fees in equity and one-half in cash.
- F3The general partner of CCP GP is CCP Focused III, LLC ("CCP GP LLC"). The individual managers of CCP GP LLC are Bazos, Davis R. Fulkerson ("Fulkerson"), Chrles L. Kline ("Kline") and David C. Sherwood ("Sherwood" and, collectively with Bazos, Fulkerson and Kline, the "CCP Managers") and, as such, each of the Holdco Managers, CFF III, CCP GP, CCP GP LLC, and the CCP Managers exercises shared voting and investment power over the shares held of record by Holdings. The Reporting Person disclaims beneficial ownership of the shares except to the extend of his pecuniary interest therein, if any.
- F4These shares are directly held by WH-HH Holdings, LLC ("Holdings"). The managers of Holdings are Frank Bazos ("Bazos")and Stephen Marquardt ("Marquardt" and, together with Bazos, the "Holdco Managers"), each of whom were appointed and may be removed by Century Focused Fund III, L.P. ("CFF III"). Any disposition of the shares directly held by Holdings must be approved by CFF III in addition to the Managers. The general partner of CFF III is CCP Focused III, L.P. ("CCP GP").