4//SEC Filing
AEROPOSTALE INC 4
Accession 0001104659-16-095558
CIK 0001168213operating
Filed
Feb 9, 7:00 PM ET
Accepted
Feb 10, 5:39 PM ET
Size
21.3 KB
Accession
0001104659-16-095558
Insider Transaction Report
Form 4
Transactions
- Sale
Common Stock
2016-02-04$0.23/sh−30,792$7,181→ 0 total - Sale
Common Stock
2016-02-08$0.17/sh−5,550,000$925,185→ 0 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-03$0.24/sh−140,000$33,908→ 6,110,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.24/sh−221,000$52,289→ 5,889,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-05$0.21/sh−339,000$69,970→ 5,550,000 total(indirect: Shares held by entities controlled by the Reporting Persons)
Holdings
- 3,932,018(indirect: Shares held by entities controlled by the Reporting Persons)
Common Stock
Lemur LLC
Other
Transactions
- Sale
Common Stock
2016-02-03$0.24/sh−140,000$33,908→ 6,110,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.24/sh−221,000$52,289→ 5,889,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-05$0.21/sh−339,000$69,970→ 5,550,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-08$0.17/sh−5,550,000$925,185→ 0 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.23/sh−30,792$7,181→ 0 total
Holdings
- 3,932,018(indirect: Shares held by entities controlled by the Reporting Persons)
Common Stock
Sycamore Partners MM, L.L.C.
10% Owner
Transactions
- Sale
Common Stock
2016-02-05$0.21/sh−339,000$69,970→ 5,550,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.23/sh−30,792$7,181→ 0 total - Sale
Common Stock
2016-02-03$0.24/sh−140,000$33,908→ 6,110,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.24/sh−221,000$52,289→ 5,889,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-08$0.17/sh−5,550,000$925,185→ 0 total(indirect: Shares held by entities controlled by the Reporting Persons)
Holdings
- 3,932,018(indirect: Shares held by entities controlled by the Reporting Persons)
Common Stock
Kaluzny Stefan L
Director10% Owner
Transactions
- Sale
Common Stock
2016-02-04$0.23/sh−30,792$7,181→ 0 total - Sale
Common Stock
2016-02-03$0.24/sh−140,000$33,908→ 6,110,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.24/sh−221,000$52,289→ 5,889,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-05$0.21/sh−339,000$69,970→ 5,550,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-08$0.17/sh−5,550,000$925,185→ 0 total(indirect: Shares held by entities controlled by the Reporting Persons)
Holdings
- 3,932,018(indirect: Shares held by entities controlled by the Reporting Persons)
Common Stock
Aero Investors LLC
Other
Transactions
- Sale
Common Stock
2016-02-04$0.23/sh−30,792$7,181→ 0 total - Sale
Common Stock
2016-02-03$0.24/sh−140,000$33,908→ 6,110,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-04$0.24/sh−221,000$52,289→ 5,889,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-05$0.21/sh−339,000$69,970→ 5,550,000 total(indirect: Shares held by entities controlled by the Reporting Persons) - Sale
Common Stock
2016-02-08$0.17/sh−5,550,000$925,185→ 0 total(indirect: Shares held by entities controlled by the Reporting Persons)
Holdings
- 3,932,018(indirect: Shares held by entities controlled by the Reporting Persons)
Common Stock
Footnotes (4)
- [F1]These were restricted shares of the Issuer's common stock which were granted to Stefan L. Kaluzny upon his appointment to the Board of Directors on May 23, 2014 as part of the Issuer's Board member compensation program. The restricted shares vested on May 23, 2015. Mr. Kaluzny served on the Board of Directors until his term expired at the Company's 2015 annual meeting of stockholders.
- [F2]Mr. Kaluzny was appointed to the Board of Directors by virtue of the terms of that certain Investor Rights Agreement between the Issuer and Aero Investors LLC and the terms of the Certificate of Designation of Preferences of Convertible Series B Preferred Stock of the Issuer. Pursuant to such agreements, Aero Investors LLC or (or Sycamore Partners Management L.L.C. and any of its affiliates who is a transferee thereof) had the right to designate up to two directors to the Issuer's Board of Directors. Accordingly, Mr. Kaluzny had assigned all rights to compensation he received in connection with his position on the Issuer's Board of Directors, including equity compensation, to the management company he controls, Sycamore Partners Management, L.L.C., which is controlled by Sycamore Partners MM, L.L.C.
- [F3]Represents 3,932,018 shares of common stock of the Issuer that are issuable in the future upon the full conversion of 1,000 shares of the Series B Preferred Stock of the Issuer upon payment of the conversion price ($7.25 per share of preferred stock).
- [F4]These securities are beneficially owned by Aero Investors LLC, which is a member of a "group" with Lemur LLC, Sycamore Partners GP, L.L.C., Sycamore Partners MM, L.L.C. and Mr. Kaluzny for purposes of Section 13(d) of the Exchange Act. Sycamore Partners GP, L.L.C. is the general partner or managing member, as applicable, of each of the members of Aero Investors LLC. Sycamore Partners MM, L.L.C. is the managing member of Sycamore Partners GP, L.L.C. Mr. Kaluzny is the managing member of Sycamore Partners MM, L.L.C. and Aero Investors LLC. As a result, each of Sycamore Partners GP, L.L.C., Sycamore Partners MM, L.L.C. and Mr. Kaluzny may be deemed to be the beneficial owners of the shares of common stock deemed to be beneficially owned by Aero Investors LLC.
Documents
Issuer
AEROPOSTALE INC
CIK 0001168213
Entity typeoperating
Related Parties
1- filerCIK 0001168213
Filing Metadata
- Form type
- 4
- Filed
- Feb 9, 7:00 PM ET
- Accepted
- Feb 10, 5:39 PM ET
- Size
- 21.3 KB