SEC Form 4 · accession 0001181431-15-000603

CENTRAL GARDEN & PET CO · CENT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Jan 5, 2015

Accepted (ET)

Jan 7, 2015 · 4:14 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000887733

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock	Jan 5, 2015	M	14,000	$9.34	A	109,509	D
Class A Common Stock	Jan 5, 2015	F	13,564	$9.84	D	95,945	D
Class A Common Stock	Jan 6, 2015	S	436	$9.75	D	95,509	D
Class A Common Stock^F3	holding	—	—		—	8,080	I	By L.P
Class A Common Stock^F4	holding	—	—		—	3,876	I	By Spouse
Class A Common Stock^F5	holding	—	—		—	15,208	I	By LLC
Class A Common Stock^F6	holding	—	—		—	1,308	I	401(K) Account
Common Stock	holding	—	—		—	159,950	D
Common Stock^F3	holding	—	—		—	49,040	I	By L.P.
Common Stock^F4	holding	—	—		—	6,938	I	By Spouse
Common Stock^F5	holding	—	—		—	7,604	I	By LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (right to buy)^F7	$9.34	Jan 5, 2015	M	14,000	D	—	Aug 13, 2015	Class A Common Stock	14,000	7,414	D

F1Options exercised through sales plan pursuant to Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended.
F2Shares withheld by the Issuer in payment of the aggregate option exercise price and withholding tax liability incurred upon the above-reported exercise of options. The amount of shares withheld is based on the respective average of the high and low sales prices on the date of the exercise.
F3By BPCB Partners L.P. The general managing partner of BPCB Partners L.P. is BPCB Management Company LLC ("BPCBLLC") and Mr. Pennington is the sole member of BPCBLLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F4Mr. Pennington disclaims beneficial ownership of 3,876 shares of the Issuer's Class A Common Stock owned by his spouse and 6,938 shares of the Issuer's Common Stock owned by his spouse.
F5By Pennington Management Company II, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the President of Pennington Management Company II, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F6The information in this report is based on a plan statement as of September 30, 2014.
F7One-third of the total options granted will become exercisable at each of 6 months, 18 months and 30 months after February 13, 2012, the date of grant.