13G Filing: Three Bays Capital and Blackhawk Network Holdings Inc (HAWK)

CUSIP No. 09238E104

  1.

NAMES OF REPORTING PERSONS

Three Bays Capital LP

  2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  ☐        (b)  ☒

  3.

SEC USE ONLY

  4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

5.

SOLE VOTING POWER

3,699,129 (1)

6.

SHARED VOTING POWER

—0—

7.

SOLE DISPOSITIVE POWER

3,699,129 (1)

8.

SHARED DISPOSITIVE POWER

—0—

  9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,699,129 (1)

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

☐

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

6.5% (1)(2)

12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

PN, IA

(1)

Represents the number of shares of Common Stock of Blackhawk Network Holdings, Inc. (the “Issuer”) beneficially owned as of the date of this filing.  As of the end of the day on December 31, 2017, the number of shares of Common Stock of the Issuer beneficially owned was 2,699,129, which represented approximately 4.8% of the Issuer’s outstanding shares.

(2)

Based on 56,813,300 shares of Common Stock outstanding as of October 10, 2017, as disclosed in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (“SEC”) on October 17, 2017.