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Filing Details

Accession Number:: 0001181431-14-024431
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-06-18 19:58:45
Reporting Period:: 2014-06-16

Filing Date:: 2014-06-18
Accepted Time:: 2014-06-18 19:58:45
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1310067	Sears Holdings Corp	SHLD	Retail-Department Stores (5311)	201920798

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
860585	Rbs Partners, L.p.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
923727	Esl Partners, L.p.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1126396	Esl Investments, Inc.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1183200	S Edward Lampert	1170 Kane Concourse Suite 200 Bay Harbor FL 33154	Chief Executive Officer	Yes	Yes	Yes	No
1249797	Rbs Investment Management, L.l.c.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1249801	Esl Institutional Partners, L.p.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1251868	Crk Partners Llc	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1553666	Spe Master I, L.p.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No
1553667	Spe I Partners, L.p.	1170 Kane Concourse Suite 200 Bay Harbor FL 33154		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Acquisiton	2014-06-16	250,243	$0.00	1,939,872	No	4	P	Indirect	See Footnotes
Common Stock, Par Value $0.01 Per Share	Acquisiton	2014-06-16	373,219	$0.00	2,494,783	No	4	P	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See Footnotes
No	4	P	Indirect	See Footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	21,992,640	Indirect	See Footnotes
Common Stock, Par Value $0.01 Per Share	10,230	Indirect	See Footnotes
Common Stock, Par Value $0.01 Per Share	747	Indirect	See Footnotes
Common Stock, Par Value $0.01 Per Share	25,175,600	Direct

Footnotes

The shares of common stock of Sears Holdings Corporation (the "Issuer"), par value $0.01 per share ("Shares"), are directly beneficially owned by SPE I Partners, LP ("SPE I"), of which RBS Partners, L.P. ("RBS") is the sole general partner. Edward S. Lampert is the Chairman, Chief Executive Officer and Director of ESL Investments, Inc. ("ESL"), the sole general partner of RBS. On June 16, 2014, RBS made a capital contribution of $16,800,000 to SPE I, resulting in the acquisition by RBS of an approximate 12.9% general partner interest in SPE I. Each of RBS, ESL and Mr. Lampert disclaims beneficial ownership of the securities owned by SPE I except to the extent of the pecuniary interest of RBS, ESL and Mr. Lampert, respectively, therein.
This statement is jointly filed by and on behalf of each of Mr. Lampert, ESL Partners, L.P. ("Partners"), SPE I, SPE Master I, LP ("SPE Master I"), RBS, ESL Institutional Partners, L.P. ("Institutional"), RBS Investment Management, L.L.C. ("RBSIM"), CRK Partners, LLC ("CRK LLC") and ESL. Mr. Lampert, Partners, SPE I, SPE Master I, Institutional and CRK LLC are the direct beneficial owners of the securities covered by this statement.
RBS is the general partner of, and may be deemed to beneficially own securities owned by, Partners, SPE I and SPE Master I. RBSIM is the general partner of, and may be deemed to beneficially own securities owned by, Institutional. ESL is the general partner of RBS, the sole member of CRK LLC and the manager of RBSIM. ESL may be deemed to beneficially own securities owned by RBS, CRK LLC and RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of, and may be deemed to beneficially own securities owned by, ESL.
The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
The reporting persons may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.
The Shares are directly beneficially owned by SPE Master I, of which RBS is the sole general partner. Mr. Lampert is the Chairman, Chief Executive Officer and Director of ESL, the sole general partner of RBS. On June 16, 2014, RBS made a capital contribution of $25,000,000 to SPE Master I, resulting in the acquisition by RBS of an approximate 14.96% general partner interest in SPE Master I. Each of RBS, ESL and Mr. Lampert disclaims beneficial ownership of the securities owned by SPE Master I except to the extent of the pecuniary interest of RBS, ESL and Mr. Lampert, respectively, therein.
Represents Shares directly beneficially owned by Partners.
Represents Shares directly beneficially owned by Institutional.
Represents Shares directly beneficially owned by CRK LLC.