Filing Details

Accession Number:
0001634117-24-000061
Form Type:
4
Zero Holdings:
No
Publication Time:
2024-07-10 20:02:43
Reporting Period:
2024-07-08
Accepted Time:
2024-07-10 20:02:43
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1634117 Barnes & Noble Education Inc. BNED () 4
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1205885 C William Martin C/O Immersion Corporation
2999 N.e. 191St Street, Suite 610
Aventura FL 33180
Yes 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 2024-07-08 60,000 $6.98 67,441 No 4 P Direct
Common Stock Acquisiton 2024-07-09 20,000 $7.18 87,441 No 4 P Direct
Common Stock Acquisiton 2024-07-10 38,000 $7.19 125,441 No 4 P Direct
Common Stock Acquisiton 2024-07-10 12,000 $7.19 12,000 No 4 P Indirect As UGMA Custodian for minor children
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 P Direct
No 4 P Direct
No 4 P Indirect As UGMA Custodian for minor children
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 11,006,702 Indirect See footnote
Footnotes
  1. This Form 4 is filed by William C. Martin (the "Reporting Person"). The Reporting Person is a member of a group with Toro 18 Holdings LLC ("Toro 18"), Immersion Corporation ("Immersion"), Eric Singer, Emily Hoffman and Elias Nader for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, that collectively beneficially owns over 10% of the Issuer's outstanding shares of common stock, par value $0.01 (the "Common Stock"). The Reporting Person disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The other members of the Section 13(d) group will file separate Section 16 reports, as applicable.
  2. Represents the weighted average price of multiple transactions with prices between $6.51 and $7.20. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.
  3. The Reporting Person's shares are held directly and through a wholly-owned limited liability company and IRA Accounts, all of which the Reporting Person controls exclusively.
  4. Represents the weighted average price of multiple transactions with prices between $7.03 and $7.30. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.
  5. Represents the weighted average price of multiple transactions with prices between $6.98 and $7.30. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.
  6. The Reporting Person's shares are held directly through UGMA accounts for the benefit of his minor children, all of which the Reporting Person controls exclusively.
  7. Securities owned directly by Toro 18. Immersion, as the sole member of Toro 18, may be deemed to beneficially own the securities owned directly by Toro 18. Mr. Martin, as the Chief Strategy Officer of Toro 18, may be deemed to beneficially own the securities owned directly by Toro 18.