SEC Form 4 · accession 0001012975-16-001236
BED BATH & BEYOND INC · BBBY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew Fiorilli
Officer — Senior VP - Stores
Period of report
May 11, 2016
Accepted (ET)
May 13, 2016 · 4:30 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 | 5,021 | — | A | 111,152 | D | |
| Common Stock, par value $0.01 per shareF2 | May 11, 2016 | F | 2,604 | $44.455 | D | 108,548 | D | |
| Common Stock, par value $0.01 per shareF1 | May 12, 2016 | M | 5,213 | — | A | 113,761 | D | |
| Common Stock, par value $0.01 per shareF2 | May 12, 2016 | F | 2,703 | $43.25 | D | 111,058 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF6,F3,F4 | — | May 11, 2016 | A | 15,063 | A | — | — | Common Stock | 15,063 | 15,063 | D |
| Performance Stock UnitsF1,F3,F4 | — | May 11, 2016 | M | 5,021 | D | — | — | Common Stock | 5,021 | 10,042 | D |
| Performance Stock UnitsF1,F3,F5 | — | May 12, 2016 | M | 5,213 | D | — | — | Common Stock | 5,213 | 5,213 | D |
Explanation of responses
- F1Represents the vesting of performance stock units ("PSUs") previously granted to Mr. Fiorilli and which convert on a one-for-one basis into common stock.
- F2Represents the surrender of shares to the Company to satisfy Mr. Fiorilli's tax withholding obligation upon the vesting of PSUs previously granted to Mr. Fiorilli.
- F3The PSUs convert on a one-for-one basis into common stock.
- F4With certain exceptions, the PSUs vest in three equal annual installments commencing on May 11, 2016, subject to Mr. Fiorilli's continued service to the Company on such dates.
- F5With certain exceptions, the PSUs vest in three equal annual installments commencing on May 12, 2015, subject to Mr. Fiorilli's continued service to the Company on such dates.
- F6Represents PSUs earned based upon the achievement of a performance-based test for these PSUs previously granted.