SEC Form 4 · accession 0001209191-17-032493
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 11, 2017
Accepted (ET)
May 15, 2017 · 7:20 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 StockF1 | May 11, 2017 | S | 7,557 | $33.41 | D | 142,558 | D | |
| Class A Common Stock | May 11, 2017 | M | 6,250 | $6.43 | A | 148,808 | D | |
| Class A Common Stock | May 11, 2017 | F | 3,328 | $33.10 | D | 145,480 | D | |
| Class A Common Stock | May 11, 2017 | M | 6,250 | $10.63 | A | 151,730 | D | |
| Class A Common Stock | May 11, 2017 | F | 3,788 | $33.10 | D | 147,942 | D | |
| Class A Common Stock | May 11, 2017 | M | 6,250 | $13.82 | A | 154,192 | D | |
| Class A Common Stock | May 11, 2017 | F | 4,138 | $33.10 | D | 150,054 | D | |
| Class A Common Stock | May 12, 2017 | M | 6,250 | $6.43 | A | 156,304 | D | |
| Class A Common Stock | May 12, 2017 | F | 3,323 | $33.33 | D | 152,981 | D | |
| Class A Common Stock | May 12, 2017 | M | 6,250 | $10.63 | A | 159,231 | D | |
| Class A Common Stock | May 12, 2017 | F | 3,780 | $33.33 | D | 155,451 | D | |
| Class A Common Stock | May 12, 2017 | M | 6,250 | $13.82 | A | 161,701 | D | |
| Class A Common Stock | May 12, 2017 | F | 4,127 | $33.33 | D | 157,574 | D | |
| Class A Common StockF3 | May 12, 2017 | S | 7,550 | $33.00 | D | 150,024 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common StockF4 | $6.43 | May 11, 2017 | M | 6,250 | D | — | Mar 31, 2019 | Class A Common Stock | 6,250 | 6,250 | D |
| Class A Common StockF4 | $6.43 | May 12, 2017 | M | 6,250 | D | — | Mar 31, 2019 | Class A Common Stock | 6,250 | 0 | D |
| Class A Common StockF5 | $10.63 | May 11, 2017 | M | 6,250 | D | — | Mar 31, 2021 | Class A Common Stock | 6,250 | 31,250 | D |
| Class A Common StockF5 | $10.63 | May 12, 2017 | M | 6,250 | D | — | Mar 31, 2021 | Class A Common Stock | 6,250 | 25,000 | D |
| Class A Common StockF6 | $13.82 | May 11, 2017 | M | 6,250 | D | — | Jan 29, 2022 | Class A Common Stock | 6,250 | 43,750 | D |
| Class A Common StockF6 | $13.82 | May 12, 2017 | M | 6,250 | D | — | Jan 29, 2022 | Class A Common Stock | 6,250 | 37,500 | D |
Explanation of responses
- F1The range of prices for the shares of Class A Common Stock is from $33.36 to $33.44. Mr. Reed undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price.
- 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 exercise.
- F3The range of prices for the shares of Class A Common Stock is from $32.97 to $33.01. Mr. Reed undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price.
- F4Options were granted on August 12, 2013 and all shares are vested & exercisable.
- F5On April 16, 2015, 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, 2016.
- F6On January 29, 2016, 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 January 29, 2017.