Filing Details

Accession Number:
0001181431-12-042925
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-07-31 21:26:15
Reporting Period:
2012-07-27
Filing Date:
2012-07-31
Accepted Time:
2012-07-31 21:26:15
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
865436 Whole Foods Market Inc WFM Retail-Grocery Stores (5411) 741989366
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1175523 Leonard Green Partners Lp 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1175525 Lgp Management Inc 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1449640 Gei Capital V, Llc 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1449643 Green Equity Investors Side V, L.p. 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1449644 Green Equity Investors V, L.p. 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1449645 Green V Holdings, Llc 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
1451301 Thyme Coinvest, Llc 11111 Santa Monica Boulevard
Suite 2000
Los Angeles CA 90025
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2012-07-27 451,352 $92.92 9,406,158 No 4 S Direct
Common Stock Disposition 2012-07-27 135,391 $92.92 2,821,544 No 4 S Direct
Common Stock Disposition 2012-07-27 4,369 $92.92 91,043 No 4 S Direct
Common Stock Disposition 2012-07-30 243,797 $91.95 9,162,361 No 4 S Direct
Common Stock Disposition 2012-07-30 73,131 $91.95 2,748,413 No 4 S Direct
Common Stock Disposition 2012-07-30 2,360 $91.95 88,683 No 4 S Direct
Common Stock Disposition 2012-07-31 327,783 $92.01 8,834,578 No 4 S Direct
Common Stock Disposition 2012-07-31 98,324 $92.01 2,650,089 No 4 S Direct
Common Stock Disposition 2012-07-31 3,173 $92.01 85,510 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 1,140 Indirect See Footnotes
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Employee Stock Option (right to buy) $40.83 2017-05-14 4,500 4,500 Indirect
Common Stock Employee Stock Option (right to buy) $62.49 2018-05-13 4,500 4,500 Direct
Common Stock Employee Stock Option (right to buy) $88.54 2019-05-11 4,500 4,500 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2017-05-14 4,500 4,500 Indirect
2018-05-13 4,500 4,500 Direct
2019-05-11 4,500 4,500 Direct
Footnotes
  1. Not applicable.
  2. Represents shares sold by Green Equity Investors V, L.P. ("GEI V").
  3. This transaction was executed in multiple trades at prices ranging from $91.75 to $93.84. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
  4. GEI Capital V, LLC ("GEIC") is the general partner of GEI V and Green Equity Investors Side V, L.P. ("GEI Side V"). Green V Holdings, LLC ("Holdings") is a limited partner of GEI V and GEI Side V. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI V and GEI Side V, the manager of Thyme Coinvest, LLC ("Thyme") and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP.
  5. GEI Side V and Thyme, as affiliated entities of GEI V, LGP, as the management company of GEI V and GEI Side V and the manager of Thyme, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, and Holdings, as a limited partner of GEI V directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the shares of Common Stock owned by GEI V, GEI Side V or Thyme (such shares, collectively, the "Shares").
  6. Reflects shares owned by GEI V. Each of GEI Side V, Thyme, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  7. Represents shares sold by GEI Side V.
  8. Reflects shares owned by GEI Side V. Each of GEI V, Thyme, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  9. Represents shares sold by Thyme.
  10. Reflects shares owned by Thyme. Each of GEI V, GEI Side V, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  11. This transaction was executed in multiple trades at prices ranging from $91.75 to $92.77. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
  12. This transaction was executed in multiple trades at prices ranging from $91.70 to $92.36. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
  13. LGP serves as the management company of GEI V and GEI Side V and the manager of Thyme. GEI V, GEI Side V and Thyme, as affiliated entities of LGP, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, and Holdings, as a limited partner of GEI V directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the shares of restricted stock owned by LGP.
  14. Reflects 1,140 shares of restricted stock held by LGP, 570 of which are held in respect of Mr. Jonathan Sokoloff's service on the Issuer's board of directors and the remaining 570 of which are held in respect of Mr. Jonathan Seiffer's service on the Issuer's board of directors. Each of GEI V, GEI Side V, Thyme, LGPM, GEIC, and Holdings disclaims beneficial ownership of the restricted shares of common stock reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
  15. The options vest in four equal annual installments, the first of which vested on May 14, 2011.
  16. The options reported as held on this row are held by Mr. Seiffer and Mr. Sokoloff for the benefit of LGP, with Mr. Seiffer and Mr. Sokoloff each holding 2,250 of such options. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
  17. The options vest in four equal annual installments, the first of which vested on on May 13, 2012.
  18. The options reported as held on this row are held by LGP. 2,250 options were granted directly to LGP in respect of each of Mr. Seiffer's and Mr. Sokoloff's service on the Issuer's board of directors, for an aggregate grant of 4,500 options.
  19. The options vest in four equal annual installments beginning on May 11, 2013.
  20. The options reported as held on this row are held by LGP. 2,250 options were granted directly to LGP in respect of each of Mr. Seiffer's and Mr. Sokoloff's service on the Issuer's board of directors, for an aggregate grant of 4,500 options.