SEC Form 4 · accession 0000928465-16-000012
AMCON DISTRIBUTING CO · DIT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher H Atayan
Officer — CEO and Chairman · Director · 10% Owner
Period of report
Oct 20, 2016
Accepted (ET)
Oct 24, 2016 · 7:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000928465
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $.01 per shareF1 | Oct 20, 2016 | M | 3,300 | — | A | 307,613 | D | |
| Common Stock, par value $.01 per shareF2 | Oct 21, 2016 | M | 3,300 | — | A | 310,913 | D | |
| Common Stock, par value $.01 per shareF3 | Oct 22, 2016 | M | 3,300 | — | A | 314,213 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | — | Oct 20, 2016 | M | 3,300 | D | — | — | Common Stock | 6,600 | 6,600 | D |
| Restricted Stock UnitsF2 | — | Oct 21, 2016 | M | 3,300 | D | — | — | Common Stock | 3,300 | 3,300 | D |
| Restricted Stock UnitsF3 | — | Oct 22, 2016 | M | 3,300 | D | — | — | Common Stock | 0 | 0 | D |
Explanation of responses
- F1Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the total original 9,900 RSU award on October 20, 2016, October 20, 2017, and October 20, 2018. On the October 20, 2016 vesting date RSUs were settled for 3,300 shares of common stock.
- F2Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the total original 9,900 RSU award (3,771 RSUs awarded on October 21, 2014 and 6,129 RSUs awarded on December 19, 2014) on October 21, 2015, October 21, 2016, and October 21, 2017. On the October 21, 2016 vesting date RSUs were settled for 3,300 shares of common stock.
- F3Restricted Stock Units ("RSUs") give the reporting person the right to receive, subject to being employed on the applicable vesting date, (i) cash equal to the per share Fair Market Value of common stock on the vesting date times the number of shares underlying the RSUs then vesting or (ii) common stock equal to the number of shares underlying the RSUs then vesting, as elected by the reporting person. Subject to earlier forfeiture under certain circumstances, these RSUs vest as to one-third of the original 9,900 RSU award on October 22, 2014, October 22, 2015, and October 22, 2016. On the October 22, 2016 vesting date RSUs were settled for 3,300 shares of common stock.