SEC Form 4 · accession 0001012975-16-001220
BED BATH & BEYOND INC · BBBY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven H Temares
Officer — Chief Executive Officer · Director
Period of report
May 10, 2016
Accepted (ET)
May 12, 2016 · 9:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000886158
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per share | May 10, 2016 | M | 121,584 | $32.87 | A | 645,671 | D | |
| Common Stock, par value $0.01 per shareF1 | May 10, 2016 | S | 121,584 | $45.8079 | D | 524,087 | D | |
| Common Stock, par value $0.01 per shareF2 | May 10, 2016 | F | 28,707 | $45.525 | D | 495,380 | D | |
| Common Stock, par value $0.01 per share | May 12, 2016 | M | 65,560 | $32.87 | A | 560,940 | D | |
| Common Stock, par value $0.01 per shareF3 | May 10, 2016 | M | 132,094 | $32.87 | A | 146,380 | I | By Family Limited Partnership |
| Common Stock, par value $0.01 per shareF1,F3 | May 10, 2016 | S | 102,094 | $45.8079 | D | 44,286 | I | By Family Limited Partnership |
| Common Stock, par value $0.01 per shareF3 | May 12, 2016 | M | 55,050 | $32.87 | A | 99,336 | I | By Family Limited Partnership |
| Common Stock, par value $0.01 per shareF4 | holding | — | — | — | 5,000 | I | By Family Limited Partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F5 | $32.87 | May 10, 2016 | M | 121,584 | D | — | May 12, 2016 | Common Stock | 121,584 | 65,560 | D |
| Employee Stock Option (right to buy)F6 | $45.525 | May 10, 2016 | A | 209,542 | A | — | May 10, 2024 | Common Stock | 209,542 | 209,542 | D |
| Employee Stock Option (right to buy)F5 | $32.87 | May 12, 2016 | M | 65,560 | D | — | May 12, 2016 | Common Stock | 65,560 | 0 | D |
| Employee Stock Option (right to buy)F3,F5 | $32.87 | May 10, 2016 | M | 132,094 | D | — | May 12, 2016 | Common Stock | 132,094 | 55,050 | I |
| Employee Stock Option (right to buy)F3,F5 | $32.87 | May 12, 2016 | M | 55,050 | D | — | May 12, 2016 | Common Stock | 55,050 | 0 | I |
Explanation of responses
- F1This transaction was executed in multiple trades at prices ranging from $45.80 to $45.88. The price reported above reflects the weighted average sale price. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Company or a security holder of the Company.
- F2Represents the surrender of shares to the Company to satisfy Mr. Temares' tax withholding obligation upon the vesting of shares of restricted stock previously granted to Mr. Temares.
- F3Represents securities held by a family limited partnership, of which Mr. Temares and his spouse are the sole general partners, and of which Mr. Temares and his spouse serve as limited partners together with trusts for the benefit of Mr. Temares, his spouse and his children.
- F4Represents shares held by a family limited partnership established by Mr. Temares' mother. Mr. Temares disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- F5The Employee Stock Options were fully exercisable.
- F6The Employee Stock Options are exercisable in five equal annual installments commencing on the first anniversary of the date of grant.