0001209191-18-038851.txt : 20180620
0001209191-18-038851.hdr.sgml : 20180620
20180620180753
ACCESSION NUMBER: 0001209191-18-038851
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180618
FILED AS OF DATE: 20180620
DATE AS OF CHANGE: 20180620
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mill Road Capital II, L.P.
CENTRAL INDEX KEY: 0001550729
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 18910362
BUSINESS ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-987-3500
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mill Road Capital II GP LLC
CENTRAL INDEX KEY: 0001550728
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 18910363
BUSINESS ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-987-3500
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LYNCH THOMAS E
CENTRAL INDEX KEY: 0001244666
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 18910364
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Scharfman Scott
CENTRAL INDEX KEY: 0001435257
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 18910366
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SCHOOL SPECIALTY INC
CENTRAL INDEX KEY: 0001055454
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS [5000]
IRS NUMBER: 390971239
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1226
BUSINESS ADDRESS:
STREET 1: W6316 DESIGN DRIVE
CITY: GREENVILLE
STATE: WI
ZIP: 54942
BUSINESS PHONE: (920) 734-5712
MAIL ADDRESS:
STREET 1: W6316 DESIGN DRIVE
CITY: GREENVILLE
STATE: WI
ZIP: 54942
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-06-18
0
0001055454
SCHOOL SPECIALTY INC
SCOO
0001550729
Mill Road Capital II, L.P.
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001550728
Mill Road Capital II GP LLC
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001244666
LYNCH THOMAS E
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001435257
Scharfman Scott
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
1
0
1
0
Common Stock, $0.001 par value
2018-06-18
4
J
0
3780
0.00
A
3780
I
See footnote
Common Stock, $0.001 par value
2018-06-19
4
P
0
400000
19.98
A
2423516
D
Represents the Reporting Persons' acquisition of an indirect pecuniary interest in restricted stock units ("RSUs") granted by the issuer to Mr. Scharfman in accordance with Rule 16b-3(d) (as described in transaction code "A") as compensation for serving as a member of the issuer's board of directors. Each RSU represents the right to receive one share of the issuer's common stock, and the RSUs will vest on the first anniversary of the date of grant. Pursuant to a pre-existing contractual obligation, Mill Road Capital Management, LLC, an affiliate of the Reporting Persons that does not have Section 13(d) beneficial ownership of any securities of the issuer, has the right to receive the economic benefit of the reported shares and, accordingly, Mr. Scharfman has no direct pecuniary interest in such shares. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
The shares reported are directly held by Mill Road Capital II, L.P. (the "Fund"). Mill Road Capital II GP LLC (the "GP") is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. Each of Messrs. Lynch and Scharfman is a management committee director of the GP and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
/s/ Scott P. Scharfman, Management Committee Director of sole general partner on behalf of Mill Road Capital II, L.P.
2018-06-20
/s/ Scott P. Scharfman, Management Committee Director on behalf of Mill Road Capital II GP LLC
2018-06-20
/s/ Scott P. Scharfman on behalf of Thomas E. Lynch by power of attorney
2018-06-20
/s/ Scott P. Scharfman
2018-06-20