SEC Form 4 · accession 0000912833-16-000099
WEST MARINE INC · WMAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randolph K Repass
Director · 10% Owner
Period of report
May 26, 2016
Accepted (ET)
May 31, 2016 · 2:07 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912833
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 26, 2016 | A | 2,780 | $0.00 | A | 3,932,447 | D | |
| Common Stock | holding | — | — | — | 277,715 | I | Trust for younger adult Son | |
| Common Stock | holding | — | — | — | 147,800 | I | Trust for older adult Son | |
| Common Stock | holding | — | — | — | 234,600 | I | By Spouse | |
| Common Stock | holding | — | — | — | 40,400 | I | Trust for Grandchildren | |
| Common StockF3 | holding | — | — | — | 1,500,000 | I | (see Footnote) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F4 | $8.99 | May 26, 2016 | A | 10,123 | A | May 26, 2017 | May 26, 2023 | Common Stock | 10,123 | 10,123 | D |
Explanation of responses
- F1Represents restricted stock units ("RSUs") that vest on the earlier of May 26, 2017 or the date of West Marine's 2017 Annual Meeting of Stockholders.
- F2This award of RSUs was issued pursuant to the terms of the West Marine, Inc. Omnibus Equity Incentive Plan, as amended and restated. Each RSU represents a contingent right to receive one share of common stock upon vesting.
- F3Held in a grantor retained annuity trust ("GRAT"). Mr. Repass, as trustee, holds sole investment power over the shares held by the GRAT, and his brother-in-law, James Suozzo, holds sole voting power over the shares held by the GRAT.
- F4This award was issued pursuant to the terms of the West Marine, Inc. Omnibus Equity Incentive Plan, as amended and restated.