4//SEC Filing
GRIFFON CORP 4
Accession 0001140361-13-045970
$GFFCIK 0000050725operating
Filed
Dec 11, 7:00 PM ET
Accepted
Dec 12, 9:19 PM ET
Size
10.8 KB
Accession
0001140361-13-045970
Insider Transaction Report
Form 4
GRIFFON CORPGFF
GS Direct, L.L.C.
10% Owner
Transactions
- Sale
Common Stock
2013-12-10$11.25/sh−4,444,444$49,999,995→ 5,572,643 total(indirect: See footnotes)
GOLDMAN SACHS GROUP INC
10% Owner
Transactions
- Sale
Common Stock
2013-12-10$11.25/sh−4,444,444$49,999,995→ 5,572,643 total(indirect: See footnotes)
GOLDMAN SACHS & CO
10% Owner
Transactions
- Sale
Common Stock
2013-12-10$11.25/sh−4,444,444$49,999,995→ 5,572,643 total(indirect: See footnotes)
Footnotes (4)
- [F1]This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs") and GS Direct, L.L.C. ("GS Direct", and together with GS Group and Goldman Sachs, the "Reporting Persons").
- [F2]On December 10, 2013, GS Direct sold 4,444,444 shares of common stock, par value $0.25 per share (the "Common Stock"), of Griffon Corporation (the "Company") to the Company at a price of $11.25 per share (the "Repurchase Transaction") pursuant to that certain Purchase Agreement, dated as of November 13, 2013, between GS Direct and the Company. The securities reported herein as indirectly sold were beneficially owned directly by GS Direct and may be deemed to have been indirectly owned by GS Group and Goldman Sachs. Goldman Sachs and GS Direct are wholly-owned subsidiaries of GS Group. Goldman Sachs is the manager of GS Direct. The Reporting Persons each disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any.
- [F3]GS Group may be deemed to beneficially own, in the aggregate, 17,087 shares of Common Stock, consisting of 8,333 shares of Common Stock granted to Mr. Bradley J. Gross, a managing director of Goldman Sachs, in his capacity as a director of the Company pursuant to the Company's 2011 Equity Incentive Plan (the "Plan"), 5,000 shares of Common Stock granted to Gerald J. Cardinale, a former managing director of Goldman Sachs, pursuant to the Plan and 1,877 shares of Common Stock granted to each of Mr. Gross and Mr. Cardinale pursuant to the Company's Outside Director Stock Award Plan. Mr. Gross has an understanding with GS Group pursuant to which he holds such securities for the benefit of GS Group.
- [F4]GS Group and Goldman Sachs may be deemed to beneficially own indirectly, in the aggregate, 5,555,556 shares of the Company's Common Stock beneficially owned directly by GS Direct following the Repurchase Transaction. The Reporting Persons each disclaim beneficial ownership of the securities reported herein except to the extent of their pecuniary interest therein, if any. Goldman Sachs has net open short positions of 310,572 shares of Common Stock.
Documents
Issuer
GRIFFON CORP
CIK 0000050725
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000050725
Filing Metadata
- Form type
- 4
- Filed
- Dec 11, 7:00 PM ET
- Accepted
- Dec 12, 9:19 PM ET
- Size
- 10.8 KB