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3//SEC Filing

Engaged Capital Flagship Fund, Ltd. 3

Accession 0000921895-17-000719

CIK 0000933036other
View on SEC.govCompany Profile

Filed

Mar 14, 8:00 PM ET

Accepted

Mar 15, 7:15 PM ET

Size

31.5 KB

Accession

0000921895-17-000719

Insider Transaction Report

Form 3
Period: 2017-03-15
RENT A CENTER INC DERCII
Engaged Capital Holdings, LLC
10% Owner
Holdings

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969
Welling Glenn W.
10% Owner
Holdings

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)
Engaged Capital Flagship Master Fund, LP
Other
Holdings

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)
Engaged Capital Co-Invest V, LP
Other
Holdings

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)
Engaged Capital LLC
10% Owner
Holdings

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)
ENGAGED CAPITAL II LP
Other
Holdings

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)
Engaged Capital II Offshore, Ltd.
Other
Holdings

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)
Engaged Capital Co-Invest V-A, LP
Other
Holdings

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V-A, LP)
    1,694,915

  • Common Stock

    (indirect: By LLC)
    369,881

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.19Exp: 2018-01-23→ Common Stock (370,702 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.32Exp: 2018-01-23→ Common Stock (382,591 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.33Exp: 2018-01-23→ Common Stock (136,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.21Exp: 2018-01-23→ Common Stock (264,079 underlying)

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $8.90Exp: 2018-01-23→ Common Stock (330,000 underlying)

  • Common Stock

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    2,519,969

  • Common Stock

    (indirect: By: Engaged Capital Co-Invest V, LP)
    2,703,611

  • Cash-Settled Total Return Swap

    (indirect: By: Engaged Capital Flagship Master Fund, LP)
    Exercise: $7.91Exp: 2018-01-23→ Common Stock (441,037 underlying)
Footnotes (7)
  • [F1]This Form 3 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
  • [F2]Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.
  • [F3]Securities owned directly by Engaged Capital Co-Invest V. As the general partner and investment adviser of Engaged Capital Co-Invest V, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V.
  • [F4]Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.
  • [F5]Securities held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the securities held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities held in the Engaged Capital Account. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities held in the Engaged Capital Account.
  • [F6]Represent certain cash-settled total return swap agreements (the "Swap Agreements") with an unaffiliated third party financial institution, which provide economic exposure to an aggregate of 1,924,488 notional shares. The Swap Agreements provide Engaged Capital Flagship Master with economic results that are comparable to the economic results of ownership but do not provide the power to vote or direct the voting or dispose of or direct the disposition of the shares of Common Stock that are the subject of the Swap Agreements (the "Subject Shares"). Each Reporting Person expressly disclaims beneficial ownership of the Subject Shares except to the extent of his or its pecuniary interest therein.
  • [F7]Represents the reference price associated with the applicable Swap Agreement.

Documents

1 file

Issuer

RENT A CENTER INC DE

CIK 0000933036

→
Entity typeother
IncorporatedCayman Islands

Related Parties

1
  • filerCIK 0001619827

Filing Metadata

Form type
3
Filed
Mar 14, 8:00 PM ET
Accepted
Mar 15, 7:15 PM ET
Size
31.5 KB
View on SEC.gov