SEC Form 4 · accession 0000844143-17-000005
Centric Brands Inc. · CTRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter Kim
Officer — CEO, Hudson Clothing LLC
Period of report
Jan 28, 2017
Accepted (ET)
Jan 31, 2017 · 7:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000844143
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.10 per shareF1 | Jan 28, 2017 | M | 55,555 | — | A | 473,579 | D | |
| Common Stock, par value $0.10 per shareF2 | Jan 28, 2017 | F | 21,992 | $2.55 | D | 451,587 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F1 | — | Jan 28, 2017 | M | 55,555 | D | Jan 28, 2017 | Jan 28, 2017 | Common Stock, par value $0.10 per share | 55,555 | 111,112 | D |
Explanation of responses
- F1The reporting person previously received a grant of shares of Restricted Stock Units ("RSUs") that represented a contingent right to receive one share of the Company's common stock pursuant to the Differential Brands Group Inc. 2016 Stock Incentive Plan (the "Plan") and previously reported on Table II of a Form 4. These RSUs vested in accordance with the terms of the applicable RSU agreement and the Plan.
- F2In accordance with the terms and conditions of the RSU agreement, and as permitted under the Plan, 1/3 of the shares vested and the Company withheld an equivalent amount of RSUs at fair market value to pay the minimum tax withholding requirements for the reporting person. There was no open market sale of the common stock by the reporting person.
- F3The remaining RSUs will vest on January 28, 2018 and January 28, 2019, subject to Mr. Kim's continued employment through the applicable vesting dates.