SEC Form 4 · accession 0001012975-16-001235
BED BATH & BEYOND INC · BBBY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Leonard Feinstein
Officer — Co-Chairman · Director
Period of report
May 11, 2016
Accepted (ET)
May 13, 2016 · 4:29 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 shareF1 | May 11, 2016 | M | 5,285 | — | A | 927,275 | D | |
| Common Stock, par value $0.01 per shareF2 | May 11, 2016 | F | 1,954 | $44.455 | D | 925,321 | D | |
| Common Stock, par value $0.01 per shareF1 | May 12, 2016 | M | 6,015 | — | A | 931,336 | D | |
| Common Stock, par value $0.01 per shareF2 | May 12, 2016 | F | 2,670 | $43.25 | D | 928,666 | D | |
| Common Stock, par value $0.01 per shareF3 | holding | — | — | — | 341,240 | I | By Spouse | |
| Common Stock, par value $0.01 per shareF4 | holding | — | — | — | 156,483 | I | By Trusts |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF8,F5,F6 | — | May 11, 2016 | A | 15,855 | A | — | — | Common Stock | 15,855 | 15,855 | D |
| Performance Stock UnitsF1,F5,F6 | — | May 11, 2016 | M | 5,285 | D | — | — | Common Stock | 5,285 | 10,570 | D |
| Performance Stock UnitsF1,F5,F7 | — | May 12, 2016 | M | 6,015 | D | — | — | Common Stock | 6,015 | 6,015 | D |
Explanation of responses
- F1Represents the vesting of performance stock units ("PSUs") previously granted to Mr. Feinstein and which convert on a one-for-one basis into common stock.
- F2Represents the surrender of shares to the Company to satisfy Mr. Feinstein's tax withholding obligation upon the vesting of PSUs previously granted to Mr. Feinstein.
- F3Represents shares held by Susan Feinstein, Mr. Feinstein's spouse. Mr. Feinstein disclaims beneficial ownership of such shares.
- F4Represents shares held by trusts for the benefit of Mr. Feinstein's family members. Mr. Feinstein disclaims beneficial ownership of such shares.
- F5The PSUs convert on a one-for-one basis into common stock.
- F6With certain exceptions, the PSUs vest in three equal annual installments commencing on May 11, 2016, subject to Mr. Feinstein's continued service to the Company on such dates.
- F7With certain exceptions, the PSUs vest in three equal annual installments commencing on May 12, 2015, subject to Mr. Feinstein's continued service to the Company on such dates.
- F8Represents PSUs earned based upon the achievement of a performance-based test for these PSUs previously granted.