SEC Form 4 · accession 0001012975-17-000403
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 10, 2017
Accepted (ET)
May 12, 2017 · 7:02 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 | 1,590 | $37.495 | D | 927,076 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 1,610 | $37.495 | D | 925,466 | D | |
| Common Stock, par value $0.01 per shareF3 | May 10, 2017 | M | 8,237 | — | A | 933,703 | D | |
| Common Stock, par value $0.01 per share | May 10, 2017 | F | 3,046 | $37.495 | D | 930,657 | D | |
| Common Stock, par value $0.01 per shareF3 | May 11, 2017 | M | 5,285 | — | A | 935,942 | D | |
| Common Stock, par value $0.01 per share | May 11, 2017 | F | 1,954 | $37.0025 | D | 933,988 | D | |
| Common Stock, par value $0.01 per shareF5 | holding | — | — | — | 341,240 | I | By Spouse | |
| Common Stock, par value $0.01 per shareF6 | 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 UnitsF3,F8 | — | May 10, 2017 | A | 16,474 | A | — | — | Common Stock | 16,474 | 16,474 | D |
| Performance Stock UnitsF3,F8 | — | May 10, 2017 | M | 8,237 | D | — | — | Common Stock | 8,237 | 8,237 | D |
| Performance Stock UnitsF3,F9 | — | May 10, 2017 | A | 6,016 | A | — | — | Common Stock | 6,016 | 6,016 | D |
| Performance Stock UnitsF3,F10 | — | May 11, 2017 | M | 5,285 | D | — | — | Common Stock | 5,285 | 5,285 | D |
Explanation of responses
- F1Represents the surrender of shares to the Company to satisfy Mr. Feinstein's tax withholding obligation upon the vesting of shares of restricted stock previously granted to Mr. Feinstein.
- F10With 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.
- F2Represents the vesting of performance stock units ("PSUs") previously granted to Mr. Feinstein.
- F3The PSUs convert on a one-for-one basis into common stock.
- F4Represents 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.
- F5Represents shares held by Susan Feinstein, Mr. Feinstein's spouse. Mr. Feinstein disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- F6Represents shares held by trusts for the benefit of Mr. Feinstein's family members. Mr. Feinstein disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
- F7Represents PSUs earned based upon the achievement of a performance-based test for these PSUs previously granted.
- F8With certain exceptions, the PSUs vest in two equal annual installments commencing on May 10, 2017, subject to Mr. Feinstein's continued service to the Company on such dates.
- F9With certain exceptions, the PSUs vest on May 12, 2018, subject to Mr. Feinstein's continued service to the Company on such date.