4//SEC Filing
PENNINGTON BROOKS III 4
Accession 0000950170-24-097347
CIK 0000887733other
Filed
Aug 13, 8:00 PM ET
Accepted
Aug 14, 9:00 PM ET
Size
17.5 KB
Accession
0000950170-24-097347
Insider Transaction Report
Form 4
PENNINGTON BROOKS III
Director
Transactions
- Tax Payment
Class A Common Stock
2024-08-12$33.37/sh−2,997$100,010→ 42,229 total - Exercise/Conversion
Stock Option (Right to Buy)
2024-08-12−4,483→ 0 totalExercise: $22.30Exp: 2025-02-12→ Class A Common Stock (4,483 underlying) - Exercise/Conversion
Class A Common Stock
2024-08-12$22.30/sh+4,483$99,971→ 45,226 total - Sale
Class A Common Stock
2024-08-13$32.80/sh−1,486$48,741→ 40,743 total
Holdings
- 20,911(indirect: By LLC)
Class A Common Stock
- 6,938(indirect: By Spouse)
Common Stock
- 7,604(indirect: By LLC)
Common Stock
- 2,241.088(indirect: By 401(k))
Units
- 6,579(indirect: By Spouse)
Class A Common Stock
- 133,598
Common Stock
- 43,750(indirect: By BPCP)
Class A Common Stock
Footnotes (11)
- [F1]Options exercised under sales plan pursuant to Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended.
- [F10]On December 7, 2023, Company declared a stock dividend, payable to all holders on record of Common Stock and Class A Common Stock as of January 8, 2024, of one share of Class A Common Stock for every four shares of Common Stock and Class A Common Stock outstanding. At the same time, pursuant to anti-dilution provisions, an option for 3,587 shares Class A Common Stock on January 8, 2024 became exercisable for 4,483 shares of Class A Common Stock.
- [F11]Options were granted on February 12, 2019 and all shares are vested and are exercisable.
- [F2]Shares withheld by the Issuer in payment of the aggregate option exercise price incurred upon the above-reported exercise of options. The amount of shares withheld is based on the respective average of the high and low sales prices on the date of exercise.
- [F3]Sale effected under sales plan pursuant to Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended.
- [F4]The range of prices for the shares of Class A Common Stock is from $32.53 to $33.44. The Reporting Person undertakes that the Reporting Person will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price.
- [F5]Mr. Pennington disclaims beneficial ownership of 6,579 shares of the Issuer's Class A Common Stock owned by his spouse and 6,938 shares of the Issuer's Common Stock owned by his spouse.
- [F6]By Pennington Management Company II, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the President of Pennington Management Company II, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F7]By BPCB Timber Company, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the Managing Member of BPCB Timber Company, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- [F8]The units represent interests in the CENTA Stock Fund in the Issuer's 401(k) Plan, which consist of shares of CENTA stock and cash.
- [F9]This option was previously reported as an option for 3,587 shares of Class A Common Stock at an exercise price of $27.20 per share, but was adjusted to reflect the stock dividend declared by Company on December 7, 2023. As a result of the stock dividend, the option also entitled the Reporting Person to receive, upon exercise, 896 shares of Class A Common Stock for no additional consideration.
Documents
Issuer
CENTRAL GARDEN & PET CO
CIK 0000887733
Entity typeother
Related Parties
1- filerCIK 0001057369
Filing Metadata
- Form type
- 4
- Filed
- Aug 13, 8:00 PM ET
- Accepted
- Aug 14, 9:00 PM ET
- Size
- 17.5 KB