Filing Details

Accession Number:
0001209191-14-073953
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-12-09 17:29:14
Reporting Period:
2014-12-05
Filing Date:
2014-12-09
Accepted Time:
2014-12-09 17:29:14
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1564822 Pinnacle Foods Inc. PF Food And Kindred Products (2000) 352215019
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1426469 L.p. V (Cayman) Partners Capital Blackstone C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1426470 L.p. V (Cayman) Associates Management Blackstone C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1426472 L.p. V (Cayman) Partnership Investment Family Blackstone C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1426474 L.p. V (Cayman) Partnership Participation Blackstone C/O The Blackstone Group
345 Park Avenue
New York NY 10154
No No Yes No
1510855 L.p. V-Smd (Cayman) Partnership Investment Family Blackstone C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1510857 Blackstone Capital Partners (Cayman) V-A, L.p. C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1572228 L.p. V-Ac (Cayman) Partners Capital Blackstone C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes No
1589081 Bcpv Pinnacle Holdings Llc C/O The Blackstone Group L.p.
345 Park Avenue
New York NY 10154
No No Yes 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 2014-12-05 1,676,664 $32.11 10,744,138 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 99,102 $32.11 635,054 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 10,819 $32.11 69,330 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 52,397 $32.11 335,765 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 4,055 $32.11 25,983 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 562,507 $32.11 3,604,573 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 490,016 $32.11 3,140,045 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 62,212 $32.11 398,655 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 15,206 $32.11 97,438 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 25,038 $32.11 160,447 No 4 S Indirect See Footnotes
Common Stock Disposition 2014-12-05 1,984 $32.11 12,717 No 4 S Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
No 4 S Indirect See Footnotes
Footnotes
  1. This amount represents the $32.11 secondary public offering price per share of the Issuer's common stock received by the Blackstone Funds (as defined below) in connection with the underwriters' exercise of their over-allotment option granted in connection with an underwritten secondary block trade which closed on November 21, 2014.
  2. These securities are held by Blackstone Capital Partners V L.P. ("BCP V").
  3. These securities are held by Blackstone Capital Partners V-AC L.P. ("BCP V-AC").
  4. These securities are held by Blackstone Family Investment Partnership V L.P. ("Family").
  5. These securities are held by Blackstone Family Investment Partnership V-SMD L.P. ("Family-SMD").
  6. These securities are held by Blackstone Participation Partnership V L.P. ("Participation").
  7. The general partner of BCP V and BCP V-AC is Blackstone Management Associates V L.L.C. BMA V L.L.C. is the sole member of Blackstone Management Associates V L.L.C. The general partner of Family and Participation is BCP V Side-By-Side GP L.L.C. Blackstone Holdings III L.P. is the managing member and the owner of a majority in interest of BMA V L.L.C. and the sole member of BCP V Side-By-Side GP L.L.C.
  8. These securities are held by Blackstone Capital Partners (Cayman) V L.P ("BCP V Cayman") through its holdings of BCPV Pinnacle Holdings LLC ("Blackstone Pinnacle Holdings").
  9. These securities are held by Blackstone Capital Partners (Cayman) V-A L.P ("BCP V Cayman-A") through its holdings of Blackstone Pinnacle Holdings.
  10. These securities are held by Blackstone Capital Partners (Cayman) V-AC L.P ("BCP V-AC Cayman") through its holdings of Blackstone Pinnacle Holdings.
  11. These securities are held by Blackstone Family Investment Partnership (Cayman) V L.P ("Family Cayman") through its holdings of Blackstone Pinnacle Holdings.
  12. These securities are held by Blackstone Family Investment Partnership (Cayman) V-SMD L.P ("Family Cayman SMD") through its holdings of Blackstone Pinnacle Holdings.
  13. These securities are held by Blackstone Participation Partnership (Cayman) V L.P ("Participation Cayman", together with BCP V, BCP V-AC, Family, Family-SMD, Participation, BCP V Cayman, BCP V Cayman-A, BCP V-AC Cayman, Family Cayman, Family Cayman SMD and Blackstone Pinnacle Holdings, the "Blackstone Funds") through its holdings of Blackstone Pinnacle Holdings. Blackstone Pinnacle Holdings is a limited liability company wholly owned and managed by its members, BCP V Cayman, BCP V Cayman-A, BCP V-AC Cayman, Family Cayman, Family Cayman SMD and Participation Cayman.
  14. Blackstone Management Associates (Cayman) V, L.P. is the general partner of BCP V Cayman, BCP V Cayman-A and BCP V-AC Cayman. BCP V GP L.L.C. is a general partner and majority in interest owner of Blackstone Management Associates (Cayman) V, L.P. and the general partner of Family Cayman and Participation Cayman. Blackstone Holdings III L.P. is the sole member of BCP V GP L.L.C.
  15. The general partner of Blackstone Holdings III L.P. is Blackstone Holdings III GP L.P. The general partner of Blackstone Holdings III GP L.P. is Blackstone Holdings III GP Management L.L.C. The sole member of Blackstone Holdings III GP Management L.L.C. is The Blackstone Group L.P. The general partner of The Blackstone Group L.P. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman. The general partner of each of Family-SMD and Family Cayman SMD is Blackstone Family GP L.L.C. Blackstone Family GP L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Mr. Schwarzman.
  16. Each of such Blackstone entities and Mr. Schwarzman may be deemed to beneficially own the shares beneficially owned by the Blackstone Funds directly or indirectly controlled by it or him, but each (other than the Blackstone Funds to the extent of their direct holdings) disclaims beneficial ownership of such shares, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
  17. Due to the limitations of the Securities and Exchange Commission's EDGAR system, BCP V, BCP V-AC, Family, Family-SMD, Participation, Blackstone Management Associates V, L.L.C., BMA V L.L.C., BCP V Side-By-Side GP L.L.C., Blackstone Family GP L.L.C., BCP V GP L.L.C., Blackstone Holdings III L.P., Blackstone Holdings III GP L.P., Blackstone Holdings III GP Management L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Schwarzman have filed separate Form 4s.