SEC Form 4 · accession 0001012975-17-000393
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 10, 2017
Accepted (ET)
May 12, 2017 · 6:54 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, 2017 | F | 1,282 | $37.495 | D | 109,776 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,190 | $37.495 | D | 108,586 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,327 | $37.495 | D | 107,259 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,842 | $37.495 | D | 105,417 | D | |
| Common Stock, par value $0.01 per shareF3 | May 10, 2017 | M | 8,374 | — | A | 113,791 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 4,342 | $37.495 | D | 109,449 | D | |
| Common Stock, par value $0.01 per shareF3 | May 11, 2017 | M | 5,021 | — | A | 114,470 | D | |
| Common Stock, par value $0.01 per share | May 11, 2017 | F | 2,604 | $37.0025 | D | 111,866 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Perfomance Stock UnitsF3,F6 | — | May 10, 2017 | A | 16,749 | A | — | — | Common Stock | 16,749 | 16,749 | D |
| Perfomance Stock UnitsF3,F6 | — | May 10, 2017 | M | 8,374 | D | — | — | Common Stock | 8,374 | 8,375 | D |
| Perfomance Stock UnitsF3,F7 | — | May 10, 2017 | A | 5,214 | A | — | — | Common Stock | 5,214 | 5,214 | D |
| Employee Stock Option (right to buy)F8 | $37.495 | May 10, 2017 | A | 63,178 | A | — | May 10, 2025 | Common Stock | 63,178 | 63,178 | D |
| Perfomance Stock UnitsF3,F9 | — | May 11, 2017 | M | 5,021 | D | — | — | Common Stock | 5,021 | 5,021 | D |
Explanation of responses
- F1Represents the surrender of shares to the Company to satisfy Mr. Fiorilli's tax withholding obligation upon the vesting of shares of restricted stock previously granted to Mr. Fiorilli.
- F2Represents the vesting of performance stock units ("PSUs") previously granted to Mr. Fiorilli.
- F3The PSUs convert on a one-for-one basis into common stock.
- F4Represents 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.
- F5Represents PSUs earned based upon the achievement of a performance-based test for these PSUs previously granted.
- F6With certain exceptions, the PSUs vest in two equal annual installments commencing on May 10, 2017, subject to Mr. Fiorilli's continued service to the Company on such dates.
- F7With certain exceptions, the PSUs vest on May 12, 2018, subject to Mr. Fiorilli's continued service to the Company on such date.
- F8The Employee Stock Options become exercisable in five equal annual installments commencing on May 10, 2018.
- F9With 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.