0000899243-20-008165.txt : 20200313 0000899243-20-008165.hdr.sgml : 20200313 20200313074140 ACCESSION NUMBER: 0000899243-20-008165 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200311 FILED AS OF DATE: 20200313 DATE AS OF CHANGE: 20200313 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mantle Ridge LP CENTRAL INDEX KEY: 0001695459 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20710667 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 646-762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MR BridgeStone Advisor LLC CENTRAL INDEX KEY: 0001785605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20710668 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (646) 762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hilal Paul C CENTRAL INDEX KEY: 0001413084 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36223 FILM NUMBER: 20710669 MAIL ADDRESS: STREET 1: PERSHING SQUARE CAPITAL MANAGEMENT, L.P. STREET 2: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Aramark CENTRAL INDEX KEY: 0001584509 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 208236097 STATE OF INCORPORATION: DE FISCAL YEAR END: 1002 BUSINESS ADDRESS: STREET 1: 2400 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-238-3000 MAIL ADDRESS: STREET 1: 2400 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: ARAMARK Holdings Corp DATE OF NAME CHANGE: 20130815 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-03-11 0 0001584509 Aramark ARMK 0001695459 Mantle Ridge LP 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001785605 MR BridgeStone Advisor LLC 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001413084 Hilal Paul C 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 1 0 0 0 Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 654176 D 2019-10-09 2024-10-09 Common Stock 654176 211824 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 272787 D 2019-07-01 2024-07-01 Common Stock 272787 16213 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 124414 D 2019-10-09 2024-10-09 Common Stock 124414 40286 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 329050 D 2019-10-04 2024-10-08 Common Stock 329050 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 910439 D 2019-09-30 2024-10-02 Common Stock 910439 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 42302 D 2019-10-09 2024-10-09 Common Stock 42302 13698 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 308655 D 2019-06-27 2024-06-27 Common Stock 308655 18345 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 562502 D 2019-10-03 2024-10-07 Common Stock 562502 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 1509580 D 2019-09-30 2024-10-02 Common Stock 1509580 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 689936 D 2019-09-30 2024-10-02 Common Stock 689936 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 404630 D 2019-09-23 2024-09-25 Common Stock 404630 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 923000 D 2019-09-23 2024-09-25 Common Stock 923000 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 1132000 D 2019-09-16 2024-09-18 Common Stock 1132000 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 561000 D 2019-09-20 2024-09-24 Common Stock 561000 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 767000 D 2019-09-17 2024-09-19 Common Stock 767000 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 262962 D 2019-09-30 2024-10-02 Common Stock 262962 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 124000 D 2019-09-24 2024-09-26 Common Stock 124000 0 I See footnotes Cash Settled Forward Contracts 26.01 2020-03-11 4 J 1 1027000 D 2019-09-23 2024-09-25 Common Stock 1027000 0 I See footnotes In addition to Mantle Ridge LP, a Delaware limited partnership ("Mantle Ridge"), this Form 4 is being filed jointly by MR BridgeStone Advisor LLC, a Delaware limited liability company ("MR BridgeStone") and Paul C. Hilal, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Mantle Ridge and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities"). All Subject Securities reported on this Form 4 are rounded up to the nearest whole share. MR BridgeStone, a wholly owned subsidiary of Mantle Ridge, advises the accounts of MR BridgeStone Offshore Fund AB Ltd and MR BridgeStone Offshore Fund CA 01 Ltd, each a Cayman Islands exempted company (all such funds and their subsidiaries together, the "Mantle Ridge Funds"). MR BridgeStone, as the investment adviser to the Mantle Ridge Funds, and Mantle Ridge, as the sole member of MR BridgeStone, each may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Paul C. Hilal's position as ultimately controlling MR BridgeStone and Mantle Ridge, Paul C. Hilal may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. Paul C. Hilal is a member of the board of directors of the Issuer, and as a result, each of the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934. On March 11, 2020, the Mantle Ridge Funds simultaneously (a) restructured most of their cash settled forward agreements ("Cash Settled Forward Agreements") into American-style call options on cash-settled forwards ("CSF-Option Agreements") and (b) restructured most of their Common Stock investments into American-style physically settled call options on Common Stock ("Physically Settled Call Options"). On March 12, 2020, the Mantle Ridge Funds sold some of their CSF-Option Agreements and some of their remaining shares of Common Stock. In connection with these transactions, the Mantle Ridge Funds are transferring to the Issuer amounts prescribed by Section 16(b) of the Securities Exchange Act of 1934 and the rules thereunder arising from the reported transactions and previously reported transactions. Under the terms of each CSF-Option Agreement, if the relevant Mantle Ridge Fund exercises an option (and unless such Mantle Ridge Fund elects to settle such option for cash or for a net number of exercised forward agreements), upon paying the strike price, such Mantle Ridge Fund and its counterparty will be deemed to enter into a Cash Settled Forward Agreement referencing an aggregate number of shares of Common Stock equal to the notional shares underlying the exercised option. The forward price will equal the strike price plus the premium paid for the exercised option, subject to adjustment. Under the terms of each Cash Settled Forward Agreement, the relevant Mantle Ridge Fund will be required to pay to the counterparty any decrease in, and have the right to receive from the counterparty any increase in, the market price of the referenced notional number of shares of Common Stock compared with the forward price described above. Form 2 of 4 MANTLE RIDGE LP, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2020-03-13 MR BridgeStone Advisor LLC, By: Mantle Ridge LP, its sole member, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2020-03-13 /s/ Paul C. Hilal, Paul C. Hilal 2020-03-13