SEC Form 4 · accession 0001209191-16-119163
CENTRAL GARDEN & PET CO · CENT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael A Reed
Officer — Executive Vice President
Period of report
May 9, 2016
Accepted (ET)
May 11, 2016 · 4:47 pm EDT
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 | May 9, 2016 | M | 11,200 | $9.26 | A | 166,091 | D | |
| Class A Common Stock | May 9, 2016 | F | 7,068 | $18.82 | D | 159,023 | D | |
| Class A Common Stock | May 9, 2016 | M | 12,500 | $9.54 | A | 171,523 | D | |
| Class A Common Stock | May 9, 2016 | F | 8,023 | $18.82 | D | 163,500 | D | |
| Class A Common Stock | May 9, 2016 | M | 12,500 | $6.43 | A | 176,000 | D | |
| Class A Common Stock | May 9, 2016 | F | 6,522 | $18.82 | D | 169,478 | D | |
| Class A Common Stock | May 9, 2016 | M | 12,500 | $10.63 | A | 181,978 | D | |
| Class A Common Stock | May 9, 2016 | F | 8,549 | $18.82 | D | 173,429 | D | |
| Class A Common Stock | May 9, 2016 | S | 3,027 | $18.7003 | D | 170,402 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $9.26 | May 9, 2016 | M | 11,200 | D | — | Apr 13, 2017 | Class A Common Stock | 11,200 | 0 | D |
| Stock Option (Right to Buy)F3 | $9.54 | May 9, 2016 | M | 12,500 | D | — | Mar 26, 2018 | Class A Common Stock | 12,500 | 0 | D |
| Stock Option (Right to Buy)F4 | $6.43 | May 9, 2016 | M | 12,500 | D | — | Mar 31, 2019 | Class A Common Stock | 12,500 | 12,500 | D |
| Stock Option (Right to Buy)F5 | $10.63 | May 9, 2016 | M | 12,500 | D | — | Mar 31, 2021 | Class A Common Stock | 12,500 | 37,500 | D |
Explanation of responses
- F1Shares 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 exercise.
- F2On April 13, 2011, the Issuer's Compensation Committee granted the reporting person an option to purchase 70,000 shares of Class A Common Stock of the Issuer. The option vests in five equal annual installments beginning April 13, 2012 based on the satisfaction of certain annual performance targets for each of the fiscal years ending September 2011, 2012, 2013, 2014 and 2015. The performance targets were not met for 14,000 shares of Class A Common Stock.
- F3On March 26, 2012, the reporting person was granted an option to purchase 50,000 shares of Class A Common Stock of the Issuer. The option vests in four equal annual installments beginning March 26, 2013.
- F4On August 12, 2013, the Reporting Person was granted an option to purchase 50,000 shares of Class A Common Stock of the Issuer. The option vests in four equal annual installments beginning March 31, 2014.
- F5The options shall vest in four increments of 25% on March 31, 2016, 2017, 2018 and 2019.