0001396677-17-000031.txt : 20170824 0001396677-17-000031.hdr.sgml : 20170824 20170824191428 ACCESSION NUMBER: 0001396677-17-000031 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170823 FILED AS OF DATE: 20170824 DATE AS OF CHANGE: 20170824 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HUME GARY M CENTRAL INDEX KEY: 0001265853 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23731 FILM NUMBER: 171050239 MAIL ADDRESS: STREET 1: C/O NUTRACEUTICAL INTERNATIONAL CORP STREET 2: 1400 KEARNS BLVD 2ND FL. CITY: PARK CITY STATE: UT ZIP: 84060 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NUTRACEUTICAL INTERNATIONAL CORP CENTRAL INDEX KEY: 0001050007 STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833] IRS NUMBER: 870515089 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 1400 KEARNS BOULEVARD STREET 2: 2ND FLOOR CITY: PARK CITY STATE: UT ZIP: 84060 BUSINESS PHONE: 4356556000 MAIL ADDRESS: STREET 1: 1400 KEARNS BOULEVARD STREET 2: 2ND FLOOR CITY: PARK CITY STATE: UT ZIP: 84060 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2017-08-23 1 0001050007 NUTRACEUTICAL INTERNATIONAL CORP NUTR 0001265853 HUME GARY M C/O NUTRACEUTICAL INTERNATIONAL CORP 1400 KEARNS BLVD 2ND FL. PARK CITY UT 84060 0 1 0 0 Executive Vice President Common Stock 2017-06-08 5 G 0 E 12064 0 D 15131 I By Trust Common Stock 2017-06-08 5 G 0 E 4821 0 D 1895 D Common Stock 2017-06-08 5 A 0 E 16855 0 A 41000 I By Wife's Trust Common Stock 2017-06-08 5 G 0 E 1895 0 D 0 D Common Stock 2017-06-08 5 A 0 E 1895 0 A 1895 I By IRA Common Stock 2017-06-27 5 G 0 E 2655 0 D 12476 I By Trust Common Stock 2017-08-23 4 D 0 41000 D 0 I By Wife's Trust Common Stock 2017-08-23 4 D 0 12476 D 0 I By Trust Common Stock 2017-08-23 4 D 0 1895 D 0 I By IRA Represents shares transferred to irrevocable trust (Frances A. Hume Trust), which reporting person and reporting person's wife are trustees and reporting person is the beneficiary of income only from the trust until his death and their respective children are the beneficiaries of the trust. These shares are held in the Gary M. Hume Trust, an irrevocable trust, for the benefit of the children of reporting person and reporting person's wife. The reporting person and reporting person's wife are trustees of the trust. The reporting person's wife is the beneficiary of income only from the trust until her death. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or any other purpose. These shares are held in the Frances A. Hume Trust, an irrevocable trust, for the benefit of the children of reporting person and reporting person's wife. The reporting person and reporting person's wife are trustees of the trust. The reporting person is the beneficiary of income only from the trust until his death. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or any other purpose. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 21, 2017, by and among Nutraceutical International Corporation (the "Company"), Nutrition Parent, LLC ("Parent") and Nutrition Sub, Inc. ("Merger Sub"), at the effective time of the merger (the "Effective Time") of Merger Sub with and into the Company, with the Company as the surviving entity and a wholly owned subsidiary of Parent, each share of the Company's common stock, par value $0.01 per share (the "Common Stock"), owned by the reporting person was converted into the right to receive $41.80 in cash without interest (the "Merger Consideration"). Represents shares transferred to reporting person's IRA. /s/ Alison Pitt, attorney in fact 2017-08-24