0001104659-19-036018.txt : 20190617 0001104659-19-036018.hdr.sgml : 20190617 20190617203351 ACCESSION NUMBER: 0001104659-19-036018 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190613 FILED AS OF DATE: 20190617 DATE AS OF CHANGE: 20190617 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOODMAN ROBERT P CENTRAL INDEX KEY: 0001252022 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38134 FILM NUMBER: 19902497 MAIL ADDRESS: STREET 1: 1865 PALMER AVENUE STREET 2: SUITE 104 CITY: LARCHMONT STATE: NY ZIP: 10538 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Blue Apron Holdings, Inc. CENTRAL INDEX KEY: 0001701114 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 814777373 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 40 WEST 23RD STREET CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 347-719-4312 MAIL ADDRESS: STREET 1: 40 WEST 23RD STREET CITY: NEW YORK STATE: NY ZIP: 10010 4 1 a4.xml 4 X0306 4 2019-06-13 0 0001701114 Blue Apron Holdings, Inc. APRN 0001252022 GOODMAN ROBERT P C/O BLUE APRON HOLDINGS, INC. 40 WEST 23RD STREET NEW YORK NY 10010 1 0 0 0 Class A Common Stock 2019-06-13 4 M 0 39185 A 62419 D Restricted Stock Units 2019-06-13 4 M 0 39185 0 D Class A Common Stock 39185 0 D Restricted Stock Units 2019-06-13 4 A 0 192723 0 A Class A Common Stock 192723 192723 D On June 14, 2019, the issuer effected a 1-for-15 reverse stock split of its Class A Common Stock and Class B Common Stock (the "Reverse Stock Split"). The amount of securities reported on this Form 4 are on a pre-Reverse Stock Split basis and are not adjusted to reflect the Reverse Stock Split. The reporting person has agreed to assign to Deer Management Co. LLC the right to any shares issuable pursuant to this grant or any proceeds from the sale thereof. Restricted stock units ("RSUs") convert into Class A Common Stock on a one-for-one basis. This transaction represents the settlement of RSUs in shares of Class A Common Stock on their scheduled vesting date. On June 14, 2018, the reporting person was granted 39,185 RSUs, vesting in full on the earlier of June 14, 2019 and the date of the issuer's 2019 annual meeting of stockholders. Each RSU represents a contingent right to receive one share of Class A Common Stock. The RSUs are scheduled to vest in full on the earlier of June 13, 2020 and the date of the issuer's 2020 annual meeting of stockholders. Exhibit Index: 24.1 Power of Attorney /s/ Christina Halliday, as attorney-in-fact for Robert P. Goodman 2019-06-17 EX-24.1 2 ex-24d1.htm EX-24.1

Exhibit 24.1

 

LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS

 

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Linda F. Kozlowski and Christina Halliday, signing singly and each acting individually, as the undersigned’s true and lawful attorney-in-fact with full power and authority as hereinafter described to:

 

(1)           execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer or director of Blue Apron Holdings, Inc. (the “Company”), Forms 3, 4, and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder (the “Exchange Act”);

 

(2)           do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to prepare, complete and execute any such Form 3, 4, or 5, prepare, complete and execute any amendment or amendments thereto, and timely deliver and file such form with the United States Securities and Exchange Commission (the “SEC”) and any stock exchange or similar authority, including without limitation the filing of a Form ID, Update Passphrase, or any other application materials to enable the undersigned to gain or maintain access to the Electronic Data Gathering, Analysis and Retrieval system of the SEC;

 

(3)           seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to such attorney-in-fact and approves and ratifies any such release of information; and

 

(4)           take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming nor relieving, nor is the Company assuming nor relieving, any of the undersigned’s responsibilities to comply with Section 16 of the Exchange Act.  The undersigned acknowledges that neither the Company nor the foregoing attorneys-in-fact assume (i) any liability for the undersigned’s responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of June 17, 2019.

 

 

/s/ Robert P. Goodman

 

Name: Robert P. Goodman