4//SEC Filing
Shah Himanshu 4
Accession 0000899243-19-029268
CIK 0001360530other
Filed
Dec 15, 7:00 PM ET
Accepted
Dec 16, 4:45 PM ET
Size
9.6 KB
Accession
0000899243-19-029268
Insider Transaction Report
Form 4
Shah Himanshu
Director10% Owner
Transactions
- Disposition to Issuer
Common Stock, par value $0.01
2019-12-16$6.50/sh−36,271$235,762→ 4,261,235 total - Disposition to Issuer
Common Stock, par value $0.01
2019-12-16$6.50/sh−19,893$129,305→ 4,241,342 total - Disposition to Issuer
Common Stock, par value $0.01
2019-12-16$6.50/sh−4,241,342$27,568,723→ 0 total(indirect: See Footnote)
Footnotes (3)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of August 7, 2019, by and among Vitamin Shoppe, Inc., Franchise Group, Inc. (formerly known as Liberty Tax, Inc.) ("Parent") and Valor Acquisition, LLC ("Merger Sub"), a wholly owned subsidiary of Parent, as amended by the First Amendment to Agreement and Plan of Merger dated November 11, 2019 (as amended, the "Merger Agreement"), pursuant to which Vitamin Shoppe, Inc. merged with and into Merger Sub (the "Merger") effective December 16, 2019.
- [F2]Pursuant to the Merger Agreement, each restricted stock unit outstanding immediately prior to the effective time of the Merger was canceled and converted into the right to receive an amount in cash, without interest, equal to (i) $6.50 multiplied by (ii) the total number of shares of common stock subject thereto.
- [F3]Owned by Shah Capital Opportunity Fund LP (the "Fund") which could be deemed to be owned beneficially by (i) Shah Capital Management, Inc. ("SCM") solely as a result of its discretionary power over such shares as Investment Adviser to the Fund and (ii) Shah Capital LLC as the General Partner to the Fund. Deemed to be owned beneficially by SCM solely as a result of its discretionary power over such shares as Investment Advisor to its separately managed account clients. Mr. Shah is the President of SCM and the Managing Member of Shah Capital LLC and holds a controlling percentage of the outstanding securities of both entities. Mr. Shah disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.
Documents
Issuer
Vitamin Shoppe, Inc.
CIK 0001360530
Entity typeother
Related Parties
1- filerCIK 0001738336
Filing Metadata
- Form type
- 4
- Filed
- Dec 15, 7:00 PM ET
- Accepted
- Dec 16, 4:45 PM ET
- Size
- 9.6 KB