Filing Details
- Accession Number:
- 0001140361-15-036338
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-09-30 17:31:58
- Reporting Period:
- 2015-09-28
- Filing Date:
- 2015-09-30
- Accepted Time:
- 2015-09-30 17:31:58
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1634117 | Barnes & Noble Education Inc. | BNED | Retail-Miscellaneous Shopping Goods Stores (5940) | 460599018 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1112443 | Abrams Capital, Llc | 222 Berkeley Street 21St Floor Boston MA 02116 | No | No | Yes | No | |
1165407 | Abrams Capital Management, Llc | 222 Berkeley Street, 21St Floor Boston MA 02116 | No | No | Yes | No | |
1292250 | C David Abrams | 222 Berkeley Street 21St Floor Boston MA 02116 | No | No | Yes | No | |
1292420 | Abrams Capital Partners Ii, L.p. | 222 Berkeley Street, 21St Floor Boston MA 02116 | No | No | Yes | No | |
1358706 | Abrams Capital Management, L.p. | 222 Berkeley Street, 21St Floor Boston MA 02116 | 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 | Acquisiton | 2015-09-28 | 105,491 | $12.72 | 6,964,802 | No | 4 | P | Indirect | See Footnotes |
Common Stock | Acquisiton | 2015-09-29 | 135,482 | $12.73 | 7,100,284 | No | 4 | P | Indirect | See Footnotes |
Common Stock | Acquisiton | 2015-09-30 | 45,019 | $12.73 | 7,145,303 | 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 |
No | 4 | P | Indirect | See Footnotes |
Footnotes
- Represents the weighted average purchase price of shares purchased in a series of open market transactions on the transaction date at prices ranging from $12.6418 to $12.7229 per share. The Reporting Persons undertake to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price.
- Shares reported herein as beneficially owned by Abrams Capital, LLC ("Abrams Capital") represent shares held for the account of private investment funds, including Abrams Capital Partners II, L.P. ("ACP II"), for which Abrams Capital serves as general partner. Shares reported herein for Abrams Capital Management, L.P. (the "LP") and Abrams Capital Management, LLC (the "LLC") represent the above-referenced shares beneficially owned by Abrams Capital and shares beneficially owned by another private investment fund for which the LP serves as investment manager. The LLC is the general partner of the LP. Shares reported herein for Mr. Abrams represent the above referenced shares reported for Abrams Capital and the LLC. Mr. Abrams is the managing member of Abrams Capital and the LLC.
- Each Reporting Person disclaims beneficial ownership of the reported shares except to the extent of its or his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
- Of the shares purchased on September 28, 2015, 84,981 shares are held for the account of ACP II, 99,835 shares may be deemed beneficially owned by Abrams Capital and all of such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC.
- Of the shares purchased on September 29, 2015, 109,141 shares are held for the account of ACP II, 128,217 shares may be deemed beneficially owned by Abrams Capital and all of such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC.
- Of the shares purchased on September 30, 2015, 36,270 shares are held for the account of ACP II, 42,607 shares may be deemed beneficially owned by Abrams Capital and all of such shares may be deemed beneficially owned by Mr. Abrams, the LP and the LLC. As of September 30, 2015, 5,755,304 of the shares reported herein are held for the account of ACPII, Abrams Capital may be deemed to beneficially own 6,761,666 of the shares reported herein, and Mr. Abrams, the LP and the LLC may be deemed to beneficially own all of such shares.