SEC Form 4 · accession 0000899243-16-032868
TUESDAY MORNING CORP/DE · TUES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven R Becker
Officer — Chief Executive Officer · Director
Period of report
Nov 3, 2016
Accepted (ET)
Nov 7, 2016 · 8:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000878726
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 3, 2016 | P | 40,000 | $4.4854 | A | 48,402 | D | |
| Common StockF1,F2,F3,F4 | holding | — | — | — | 1,244,187 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (Right to Buy)F1,F2,F5 | $6.71 | holding | — | — | — | — | Sep 1, 2026 | Common Stock | 248,385 | 248,385 | D |
| Non-Qualified Stock Option (Right to Buy)F1,F2,F6 | $5.64 | holding | — | — | — | — | Feb 2, 2026 | Common Stock | 295,508 | 295,508 | D |
| Non-Qualified Stock Option (Right to Buy)F1,F2,F7 | $4.22 | holding | — | — | — | — | Jul 1, 2022 | Common Stock | 10,000 | 10,000 | D |
Explanation of responses
- F1This statement is filed by and on behalf of Steven R. Becker. Mr. Becker and Western Family Value I, L.P. ("WFV I") are the direct beneficial owners of the securities covered by this statement.
- F2The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any securities covered by this statement. The reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
- F3Mr. Becker is a limited partner of, and may be deemed to beneficially own certain securities owned by, WFV I. Western Family Value, LLC ("WFV") is the general partner of, and may be deemed to beneficially own securities owned by, WFV I. Mr. Becker is the sole member of, and may be deemed to beneficially own securities owned by, WFV.
- F4Represents shares of common stock of Tuesday Morning Corporation (the "Issuer"), par value $0.01 per share ("Shares"), directly beneficially owned by WFV I.
- F5The option vests in equal annual installments over four years beginning on the first anniversary of the grant date. The option was granted to Mr. Becker on September 1, 2016 pursuant to the Tuesday Morning Corporation 2014 Long-Term Incentive Plan.
- F6The option vests in equal annual installments over four years beginning on the first anniversary of the grant date. The option was granted to Mr. Becker on February 2, 2016 pursuant to the Tuesday Morning Corporation 2014 Long-Term Incentive Plan.
- F7The option is fully vested and currently exercisable, and was granted to Mr. Becker on July 1, 2012 pursuant to the Tuesday Morning Corporation 2004 Long-Term Equity Incentive Plan.