SEC Form 4 · accession 0001012975-17-000397
BED BATH & BEYOND INC · BBBY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eugene A Castagna
Officer — Chief Operating Officer
Period of report
May 10, 2017
Accepted (ET)
May 12, 2017 · 6:57 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 | 1,649 | $37.495 | D | 120,840 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,282 | $37.495 | D | 119,558 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,190 | $37.495 | D | 118,368 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,327 | $37.495 | D | 117,041 | D | |
| Common Stock, par value $0.01 per shareF3 | May 10, 2017 | M | 10,434 | — | A | 127,475 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 3,887 | $37.495 | D | 123,588 | D | |
| Common Stock, par value $0.01 per shareF3 | May 11, 2017 | M | 6,166 | — | A | 129,754 | D | |
| Common Stock, par value $0.01 per share | May 11, 2017 | F | 3,076 | $37.0025 | D | 126,678 | 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 UnitsF3,F6 | — | May 10, 2017 | A | 20,868 | A | — | — | Common Stock | 20,868 | 20,868 | D |
| Performance Stock UnitsF3,F6 | — | May 10, 2017 | M | 10,434 | D | — | — | Common Stock | 10,434 | 10,434 | D |
| Performance Stock UnitsF3,F7 | — | May 10, 2017 | A | 6,216 | A | — | — | Common Stock | 6,216 | 6,216 | D |
| Employee Stock Option (right to buy)F8 | $37.495 | May 10, 2017 | A | 78,973 | A | — | May 10, 2025 | Common Stock | 78,973 | 78,973 | D |
| Performance Stock UnitsF3,F9 | — | May 11, 2017 | M | 6,166 | D | — | — | Common Stock | 6,166 | 6,166 | D |
Explanation of responses
- F1Represents the surrender of shares to the Company to satisfy Mr. Castagna's tax withholding obligation upon the vesting of shares of restricted stock previously granted to Mr. Castagna.
- F2Represents the vesting of performance stock units ("PSUs") previously granted to Mr. Castagna.
- F3The PSUs convert on a one-for-one basis into common stock.
- F4Represents the surrender of shares to the Company to satisfy Mr. Castagna's tax withholding obligation upon the vesting of PSUs previously granted to Mr. Castagna.
- 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. Castagna's continued service to the Company on such dates.
- F7With certain exceptions, the PSUs vest on May 12, 2018, subject to Mr. Castagna'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. Castagna's continued service to the Company on such dates.