Statement of Changes in Beneficial Ownership (4)
March 08 2013 - 5:32PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Weinberger Steve
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2. Issuer Name
and
Ticker or Trading Symbol
INVENTURE FOODS, INC.
[
SNAK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CFO
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(Last)
(First)
(Middle)
10451 N. 109TH WAY
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/6/2013
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(Street)
SCOTTSDALE, AZ 85259
(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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Common Stock
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3/6/2013
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M
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55327
(1)
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A
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$1.94
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257690
(2)
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D
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Common Stock
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3/6/2013
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F
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13867
(1)
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D
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$7.74
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243823
(2)
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D
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Common Stock
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3/7/2013
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A
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24785
(3)
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A
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$0
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218608
(4)
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D
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Common Stock
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3/7/2013
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F
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6877
(3)
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D
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$7.56
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211731
(4)
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D
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Common Stock
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3/8/2013
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M
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73600
(5)
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A
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$1.7
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285331
(4)
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D
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Common Stock
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3/8/2013
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F
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27682
(5)
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D
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$7.72
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257649
(4)
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Common Stock Option (right to buy)
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$1.94
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3/6/2013
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M
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55327
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5/7/2011
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5/7/2013
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Common Stock
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55327
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$0
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0
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D
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Common Stock Option (right to buy)
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$1.70
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3/8/2013
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M
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73600
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12/8/2012
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12/8/2018
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Common Stock
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73600
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$0
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18800
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D
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Explanation of Responses:
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(
1)
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Acquisition of shares based on a cashless net exercise of stock options, resulting in the issuance to Mr. Weinberger of a number of shares of common stock that was less than the total number of shares issued pursuant to the option. The remaining shares underlying the options were withheld as payment for the exercise price, based upon the closing price per share reported by Nasdaq on March 5, 2013 which was $7.74.
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(
2)
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The number of securities beneficially owned includes the following unvested restricted stock awards (a) 50,000 unvested shares acquired pursuant to an award of restricted stock in May 2010 (these awards were subject to performance criteria and settled as described in Footnote 3), (b) 33,000 unvested shares acquired pursuant to an award of restricted stock in May 2011 (these awards are subject to performance criteria and vest on January 1, 2014), and (c) 31,500 unvested shares acquired pursuant to an award of restricted stock in May 2012 (these awards are subject to performance criteria and vest at the end on January 1, 2015).
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(
3)
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On March 7, 2013, 17,908 shares that were acquired by the reporting person pursuant to the award of 50,000 restricted stock shares on May 20, 2010, which were subject to performance criteria set forth by the Company's Board of Directors, vested and were paid to the reporting person. 6,877 of these 17,908 shares were withheld to pay the resulting tax liability.
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(
4)
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The number of securities beneficially owned has been reduced to reflect the settlement of the May 20, 2010 grant noted in Footnote 3 and includes the following unvested restricted stock awards (a) 33,000 unvested shares acquired pursuant to an award of restricted stock in May 2011 (these awards are subject to performance criteria and vest on January 1, 2014), and (b) 31,500 unvested shares acquired pursuant to an award of restricted stock in May 2012 (these awards are subject to performance criteria and vest at the end on January 1, 2015).
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(
5)
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Acquisition of shares based on a cashless net exercise of stock options, resulting in the issuance to Mr. Weinberger of a number of shares of common stock that was less than the total number of shares issued pursuant to the option. The remaining shares underlying the option were withheld as payment for the exercise price and to pay the resulting tax liability, based upon the closing price per share reported by Nasdaq on March 7, 2013 which was $7.72.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Weinberger Steve
10451 N. 109TH WAY
SCOTTSDALE, AZ 85259
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CFO
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Signatures
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/s/ Steve Weinberger
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3/8/2013
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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