Statement of Changes in Beneficial Ownership (4)
December 28 2020 - 4:15PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
AFFELDT KATHLEEN J |
2. Issuer Name and Ticker or Trading Symbol
HD Supply Holdings, Inc.
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HDS
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
3400 CUMBERLAND BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/24/2020 |
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(Street)
ATLANTA, GA 30339
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 2496 | (1) | (1) | Common Stock | 2496 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 3686 | (1) | (1) | Common Stock | 3686 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 3612 | (1) | (1) | Common Stock | 3612 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 3290 | (1) | (1) | Common Stock | 3290 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 4666 | (1) | (1) | Common Stock | 4666 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 4350 | (1) | (1) | Common Stock | 4350 | $0 | 0 | D | |
| Restricted Stock Units | $0 | 12/24/2020 | | D | | | 4420 | (1) | (1) | Common Stock | 4420 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | Pursuant to the terms of the Agreement and Plan of Merger dated November 15, 2020 (the "Merger Agreement"), among The Home Depot, Inc. ("Parent"), Coronado Acquisition Sub Inc., a wholly owned subsidiary of Parent ("Merger Sub") and HD Supply Holdings, Inc. (the "Issuer"), on December 24, 2020, Merger Sub completed a cash tender offer for shares of common stock of the Issuer and thereafter merged with and into the Issuer (the "merger"). Immediately prior to the effective time of the merger, each outstanding Issuer restricted stock unit and deferred stock unit, whether vested or unvested, was cancelled and converted into the right to receive $56.00 in cash less applicable tax withholding. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
AFFELDT KATHLEEN J
3400 CUMBERLAND BOULEVARD
ATLANTA, GA 30339 | X |
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Signatures
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| Rita L. Fadell | | 12/28/2020 |
| **Signature of Reporting Person | Date |
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