Statement of Changes in Beneficial Ownership (4)
September 21 2017 - 4:41PM
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
*
Shiesley Craig F
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2. Issuer Name
and
Ticker or Trading Symbol
Amplify Snack Brands, INC
[
BETR
]
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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)
See Remarks
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(Last)
(First)
(Middle)
500 WEST 5TH STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/19/2017
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(Street)
AUSTIN, TX 78701
(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)
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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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Stock Option (Right to Buy)
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$7.04
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9/19/2017
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D
(1)
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1166173
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(2)
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9/12/2027
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Common Stock
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1166173
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$0.00
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0
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D
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Stock Option (Right to Buy)
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$7.06
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9/19/2017
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A
(3)
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1166173
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(2)
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9/12/2027
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Common Stock
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1166173
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$0.00
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1166173
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D
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Explanation of Responses:
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(1)
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The Issuer purported to grant the Reporting Person an option to purchase 1,166,173 shares of its common stock on September 12, 2017. However, this grant was not effective and is null and void.
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(2)
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The shares subject to the option will vest according to the following schedule: 1/3rd of the shares shall vest on September 12, 2018 and 1/36th of
the shares shall vest on the last day of each month thereafter, provided that the Reporting Person continues to have a service relationship with
the Issuer through each such date.
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(3)
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On September 19, 2017, the Compensation Committee of the Issuer's Board of Directors granted the Reporting Person a stock option award subject to the terms of the Issuer's Form of Inducement Award Non-Qualified Stock Option Agreement, which award replaces in its entirety the option award that was purported to be granted to the Reporting Person on September 12, 2017.
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Remarks:
Chief Operating Officer and President, North America
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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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Shiesley Craig F
500 WEST 5TH STREET
AUSTIN, TX 78701
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See Remarks
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Signatures
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/s/ Bradley C. Weber, as Attorney-in-Fact to the
Reporting Person
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9/21/2017
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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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