Statement of Changes in Beneficial Ownership (4)
22 März 2017 - 4:07PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
FANCEY KEVIN A
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2. Issuer Name
and
Ticker or Trading Symbol
G&K SERVICES INC
[
GK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President, G&K Services Canada
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(Last)
(First)
(Middle)
5995 OPUS PARKWAY, SUITE 500
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/21/2017
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(Street)
MINNETONKA, MN 55343
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock
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3/21/2017
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D
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5661
(1)
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D
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$97.50
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Option
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$47.20
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3/21/2017
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D
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5000
(2)
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8/19/2014
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8/19/2023
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Class A Common Stock
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5000
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$0
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0
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D
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Employee Stock Option
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$55.04
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3/21/2017
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D
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12161
(2)
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8/21/2015
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8/21/2024
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Class A Common Stock
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12161
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$0
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0
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D
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Employee Stock Option
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$71.15
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3/21/2017
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D
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12509
(2)
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8/20/2016
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8/20/2025
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Class A Common Stock
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12509
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$0
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0
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D
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Restricted Stock Unit
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(3)
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3/21/2017
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D
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2520
(4)
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(3)
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(3)
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Class A Common Stock
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2520
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$0
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0
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D
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Restricted Stock Unit
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(3)
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3/21/2017
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D
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4626
(4)
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(3)
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(3)
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Class A Common Stock
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4626
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$0
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0
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D
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Explanation of Responses:
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(
1)
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Disposition is exempt under Rule 16(b)(3).
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(
2)
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This option was canceled in the merger in exchange for a cash payment of the difference between the exercise price and the $97.50 per share merger consideration.
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(
3)
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The restricted stock units vest in equal installments over a period of three years. On each vesting date, the company pays to Mr. Fancey a cash amount equal to the fair market value of one share of the company's common stock on such vesting date times the number of restricted stock units that vested, and such vested restricted stock units thereafter are cancelled and no further amounts are paid with respect to them.
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(
4)
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The restricted stock units were canceled in the merger in exchange for a cash payment equal to of the number of restricted stock units outstanding times the $97.50 per share merger consideration.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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FANCEY KEVIN A
5995 OPUS PARKWAY, SUITE 500
MINNETONKA, MN 55343
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President, G&K Services Canada
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Signatures
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/s/ Ruth M. Timm, Attorney-in-Fact
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3/22/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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