SEC Form 4 · accession 0000950138-15-000253
BARNES & NOBLE INC · BKS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mitchell S Klipper
Officer — CEO, B&N Retail Group
Period of report
Mar 12, 2015
Accepted (ET)
Mar 16, 2015 · 5:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000890491
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 12, 2015 | S | 20,700 | $23.70 | D | 56,576 | D | |
| Common StockF2 | Mar 13, 2015 | S | 14,116 | $23.7791 | D | 42,460 | D | |
| Common StockF3 | Mar 16, 2015 | S | 5,037 | $23.8105 | D | 37,423 | D | |
| Common Stock | Mar 16, 2015 | S | 100 | $23.70 | D | 37,323 | D | |
| Common StockF4 | Mar 16, 2015 | S | 16,137 | $23.5069 | D | 21,186 | D | |
| Common StockF5 | Mar 16, 2015 | S | 21,186 | $23.3413 | D | 0 | D | |
| Common StockF6 | holding | — | — | — | 2,262 | I | By 401(k) Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The price reported in Column 4 is a weighted average share price. These shares were sold in multiple transactions at prices ranging from $23.70 to $23.72, inclusive. The reporting person undertakes to provide to Barnes & Noble, Inc., any security holders of Barnes & Noble, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 1 to this Form 4.
- F2The price reported in Column 4 is a weighted average share price. These shares were sold in multiple transactions at prices ranging from $23.75 to $23.84, inclusive. The reporting person undertakes to provide to Barnes & Noble, Inc., any security holders of Barnes & Noble, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 2 to this Form 4.
- F3The price reported in Column 4 is a weighted average share price. These shares were sold in multiple transactions at prices ranging from $23.80 to $23.83, inclusive. The reporting person undertakes to provide to Barnes & Noble, Inc., any security holders of Barnes & Noble, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 3 to this Form 4.
- F4The price reported in Column 4 is a weighted average share price. These shares were sold in multiple transactions at prices ranging from $23.50 to $23.55, inclusive. The reporting person undertakes to provide to Barnes & Noble, Inc., any security holders of Barnes & Noble, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 4 to this Form 4.
- F5The price reported in Column 4 is a weighted average share price. These shares were sold in multiple transactions at prices ranging from $23.28 to $23.46, inclusive. The reporting person undertakes to provide to Barnes & Noble, Inc., any security holders of Barnes & Noble, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 5 to this Form 4.
- F6Holdings under the Barnes & Noble, Inc. 401(k) Plan are reported in units. Therefore, the securities set forth in Column 5 of Table I are units. The number of units reported herein are based on a plan statement dated as of December 31, 2014. The Barnes & Noble, Inc. 401(k) Plan accounts for interests in the Barnes & Noble, Inc. Stock Fund in units consisting of shares of Barnes & Noble, Inc. common stock and a liquidity component. As a result, the number of underlying shares may fluctuate from time to time.