Page 8 of 13 – SEC Filing This Amendment No. 15 (“Amendment No. 15”) amends and
supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on September
24, 2013 (the “Original Schedule 13D”), Amendment No. 1 to the Original Schedule 13D, filed with the SEC on November
12, 2013 (“Amendment No. 1”), Amendment No. 2 to the Original Schedule 13D, filed with the SEC on December 6, 2013
(“Amendment No. 2”), Amendment No. 3 to the Original Schedule 13D, filed with the SEC on December 10, 2013 (“Amendment
No. 3”), Amendment No. 4 to the Original Schedule 13D, filed with the SEC on January 14, 2014 (“Amendment No. 4”),
Amendment No. 5 to the Original Schedule 13D, filed with the SEC on January 31, 2014 (“Amendment No. 5”), Amendment
No. 6 to the Original Schedule 13D, filed with the SEC on March 7, 2014 (“Amendment No. 6”), Amendment No. 7 to the
Original Schedule 13D, filed with the SEC on March 18, 2014 (“Amendment No. 7”), Amendment No. 8 to the Original Schedule
13D, filed with the SEC on April 24, 2014 (“Amendment No. 8”), Amendment No. 9 to the Original Schedule 13D, filed
with the SEC on July 3, 2014 (“Amendment No. 9”), Amendment No. 10 to the Original Schedule 13D, filed with the SEC
on September 24, 2014 (“Amendment No. 10” ), Amendment No. 11 to the Original Schedule 13D, filed with the SEC on July
1, 2015, Amendment No. 12 to the Original Schedule 13D, filed with the SEC on December 4, 2015, Amendment No. 13 to the Original
Schedule 13D, filed with the SEC on December 23, 2015 (“Amendment No. 13”) and Amendment No. 14 to the Original Schedule
13D, filed with the SEC on March 4, 2016 (“Amendment No. 14” and, together with the Original Schedule 13D, Amendment
No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment
No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 13, and this Amendment No. 15, the “Schedule 13D”),
with respect to the shares of common stock, par value $0.01 per share (the “Common Stock”), of Bob Evans Farms, Inc.,
a Delaware corporation (the “Issuer”). Capitalized terms used herein and not otherwise defined in this Amendment No.
15 have the meanings set forth in the Schedule 13D. This Amendment No. 15 amends Items 4, 5 and 6 as set forth below.
Item 4. PURPOSE OF TRANSACTION
Item 4 of the Schedule 13D is hereby amended and supplemented by
the addition of the following:
The Reporting Persons believe that the Issuer must now publicly
commit to a transparent process leading to the separation of its BEF Foods and Bob Evans Restaurants business segments or a similar
alternative that maximizes shareholder value. The Reporting Persons may pursue a consent solicitation to solicit written
consents from the Issuer’s shareholders in order to facilitate the aforementioned separation, or pursue other alternatives
available to the Reporting Persons.
The Reporting Persons have had discussions, and the Reporting Persons
intend to have further discussions, with the Board, management, shareholders and other interested parties and advisors regarding
such matters.
Item 5. INTEREST IN SECURITIES OF THE ISSUER
Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows:
This Amendment No. 15 (“Amendment No. 15”) amends and
supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on September
24, 2013 (the “Original Schedule 13D”), Amendment No. 1 to the Original Schedule 13D, filed with the SEC on November
12, 2013 (“Amendment No. 1”), Amendment No. 2 to the Original Schedule 13D, filed with the SEC on December 6, 2013
(“Amendment No. 2”), Amendment No. 3 to the Original Schedule 13D, filed with the SEC on December 10, 2013 (“Amendment
No. 3”), Amendment No. 4 to the Original Schedule 13D, filed with the SEC on January 14, 2014 (“Amendment No. 4”),
Amendment No. 5 to the Original Schedule 13D, filed with the SEC on January 31, 2014 (“Amendment No. 5”), Amendment
No. 6 to the Original Schedule 13D, filed with the SEC on March 7, 2014 (“Amendment No. 6”), Amendment No. 7 to the
Original Schedule 13D, filed with the SEC on March 18, 2014 (“Amendment No. 7”), Amendment No. 8 to the Original Schedule
13D, filed with the SEC on April 24, 2014 (“Amendment No. 8”), Amendment No. 9 to the Original Schedule 13D, filed
with the SEC on July 3, 2014 (“Amendment No. 9”), Amendment No. 10 to the Original Schedule 13D, filed with the SEC
on September 24, 2014 (“Amendment No. 10” ), Amendment No. 11 to the Original Schedule 13D, filed with the SEC on July
1, 2015, Amendment No. 12 to the Original Schedule 13D, filed with the SEC on December 4, 2015, Amendment No. 13 to the Original
Schedule 13D, filed with the SEC on December 23, 2015 (“Amendment No. 13”) and Amendment No. 14 to the Original Schedule
13D, filed with the SEC on March 4, 2016 (“Amendment No. 14” and, together with the Original Schedule 13D, Amendment
No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment
No. 9, Amendment No. 10, Amendment No. 11, Amendment No. 12, Amendment No. 13, and this Amendment No. 15, the “Schedule 13D”),
with respect to the shares of common stock, par value $0.01 per share (the “Common Stock”), of Bob Evans Farms, Inc.,
a Delaware corporation (the “Issuer”). Capitalized terms used herein and not otherwise defined in this Amendment No.
15 have the meanings set forth in the Schedule 13D. This Amendment No. 15 amends Items 4, 5 and 6 as set forth below.
Item 4. | PURPOSE OF TRANSACTION |
Item 4 of the Schedule 13D is hereby amended and supplemented by |
The Reporting Persons believe that the Issuer must now publicly The Reporting Persons have had discussions, and the Reporting Persons |
Item 5. | INTEREST IN SECURITIES OF THE ISSUER |
Paragraphs (a) and (b) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows: |