4//SEC Filing
BELK INC 4
Accession 0001209191-15-084569
CIK 0001051771operating
Filed
Dec 10, 7:00 PM ET
Accepted
Dec 11, 10:13 AM ET
Size
43.5 KB
Accession
0001209191-15-084569
Insider Transaction Report
Form 4
BELK INCNONE
BELK JOHN R
DirectorPresident & COO10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2015-12-10−191,932→ 0 total(indirect: By Spouse) - Disposition to Issuer
Class A Common Stock
2015-12-10−228,016→ 0 total(indirect: By Trust) - Other
Class A Common Stock
2015-12-09−73,529→ 292,191 total - Other
Class B Common Stock
2015-12-09+73,529→ 95,339 total - Other
Class A Common Stock
2015-12-09−73,530→ 81,013 total(indirect: By Trust) - Other
Class B Common Stock
2015-12-09+73,530→ 73,530 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−258,612→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−258,612→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−14,250→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−81,013→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−810,207→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−146,809→ 0 total(indirect: By Trust) - Disposition to Issuer
Class B Common Stock
2015-12-10−73,530→ 0 total(indirect: By Trust) - Disposition to Issuer
Class B Common Stock
2015-12-10−9,542→ 0 total(indirect: By Trust) - Disposition to Issuer
Class B Common Stock
2015-12-10−9,541→ 0 total(indirect: By Trust) - Disposition to Issuer
Class B Common Stock
2015-12-10−9,541→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−292,191→ 0 total - Disposition to Issuer
Class A Common Stock
2015-12-10−258,611→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−183,825→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2015-12-10−1,221,842→ 0 total(indirect: Brothers Investment Company) - Disposition to Issuer
Class A Common Stock
2015-12-10−444,212→ 0 total(indirect: Milburn Investment Company) - Disposition to Issuer
Class B Common Stock
2015-12-10−73,529→ 21,810 total - Disposition to Issuer
Class B Common Stock
2015-12-10−21,810→ 0 total
Footnotes (6)
- [F1]Exchanged Class A Common Stock into Class B Common Stock on a share for share basis in connection with the Merger and Rollover Transactions described below.
- [F2]An Agreement and Plan of Merger, dated as of August 23, 2015 (the "Merger agreement"), was entered by and among Bear Parent Inc. ("Parent"), Bear Merger Sub Inc. ("Merger Sub") and Belk, Inc. (the "Company"), under which Merger Sub was merged with and into the Company, with the Company surviving the merger (the "Merger"). Upon consummation of the Merger on December 10, 2015, each share of the Company's Class A common stock and Class B common stock outstanding immediately prior to the Merger (other than certain shares as set forth in the Merger Agreement) was converted automatically into $68.00 in cash. After the Merger was completed, the Company became a wholly-owned subsidiary of Parent, an affiliate of investment funds managed by Sycamore Partners Management, L.P. The Merger is more completely described in the Company's Definitive Proxy Statement filed with the SEC on October 2, 2015. The Company's board of directors approved the dispositions by the Reporting Person.
- [F3]Shares were held in a trust in which Reporting Person was one of the trustees. Reporting Person disclaims beneficial ownership in shares in which he did not have a pecuniary interest.
- [F4]Shares were held in a trust in which members of the Reporting Person's immediate family is one or more of the trustees. Reporting Person disclaims beneficial ownership in shares in which he did not have a pecuniary interest.
- [F5]Shares were held in a family owned company in which the Reporting Person shares voting and investment control. Reporting Person disclaims beneficial ownership in shares in which he did not have a pecuniary interest.
- [F6]As more fully described in the Definitive Proxy Statement, as part of the Merger, Reporting Person was one of four executives who agreed to contribute certain Company shares to Fashion Holdings LLC, an entity created by Sycamore Partners for the Merger, in exchange for an interest in Fashion Holdings which shares were valued at $68.00 per share ("Rollover Agreements"). The Company's board of directors approved the dispositions pursuant to the Rollover Agreements.
Documents
Issuer
BELK INC
CIK 0001051771
Entity typeoperating
Related Parties
1- filerCIK 0001051771
Filing Metadata
- Form type
- 4
- Filed
- Dec 10, 7:00 PM ET
- Accepted
- Dec 11, 10:13 AM ET
- Size
- 43.5 KB