0001181431-12-044693.txt : 20120809 0001181431-12-044693.hdr.sgml : 20120809 20120809161853 ACCESSION NUMBER: 0001181431-12-044693 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120807 FILED AS OF DATE: 20120809 DATE AS OF CHANGE: 20120809 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WARNOCK GREG CENTRAL INDEX KEY: 0001522008 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35240 FILM NUMBER: 121020605 MAIL ADDRESS: STREET 1: C/O SKULLCANDY, INC. STREET 2: 1441 WEST UTE BLVD., SUITE 250 CITY: PARK CITY STATE: UT ZIP: 84098 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SKULLCANDY, INC. CENTRAL INDEX KEY: 0001423542 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 562362196 BUSINESS ADDRESS: STREET 1: 1441 West Ute Blvd STREET 2: SUITE 250 CITY: park City STATE: ut ZIP: 84098 BUSINESS PHONE: 435-940-1545 MAIL ADDRESS: STREET 1: 1441 West Ute Blvd STREET 2: SUITE 250 CITY: park City STATE: ut ZIP: 84098 FORMER COMPANY: FORMER CONFORMED NAME: Skullcandy Inc DATE OF NAME CHANGE: 20080110 4 1 rrd352825.xml WARNOCK F4 X0306 4 2012-08-07 0 0001423542 SKULLCANDY, INC. SKUL 0001522008 WARNOCK GREG C/O SKULLCANDY, INC. 1441 WEST UTE BOULEVARD, SUITE 250 PARK CITY UT 84098 1 0 0 0 COMMON STOCK 2012-08-07 4 S 0 7877 15.5461 D 149169 D COMMON STOCK 2012-08-07 4 J 0 8863 0 D 221859 I by Mercato Partners, LLC COMMON STOCK 2012-08-07 4 S 0 221859 15.5913 D 0 I By Mercato Partners, LLC The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.20 to $15.69, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4. Reflects the amount of securities directly owned by the Reporting Person following the reported transaction and pro rata distribution (as noted in footnote 3) of 878,534 shares of the Issuer's common stock from Mercato Partners QP, L.P. ("Mercato QP") and Mercato Partners L.P. ("Mercato LP" and together with Mercato QP, the "Mercato Entities") to the Reporting Person in his capacity as a limited partner of the Mercato Entities. The Reporting Person is a managing director of the General Partner of the Mercato Entities and has voting and dispositive power over the shares of Issuer common stock held by the Mercato Entities. Mercato Partners, LLC (the "General Partner") is the general partner of the Mercato Entities and is owned 50% each by the Reporting Person and one other person. On August 7, 2012, the General Partner directed the distribution of the 1,109,256 shares of Issuer common stock held by the Mercato Entities, 878,534 of which were distributed to the limited partners of the Mercato Entities and 230,722 of which were distributed to the General Partner (as a return on capital and carried interest). Of these 230,772 shares, 221,859 shares were sold by the General Partner with 50% of the proceeds distributed to the Reporting Person, and the remaining 8,863 shares were distributed by the General Partner to certain individuals other than the Reporting Person as compensation for their past services. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $15.20 to $15.91, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4. /S/ DAVID GEORGE, ATTORNEY-IN-FACT FOR GREG WARNOCK 2012-08-09