0001415889-23-003491.txt : 20230228 0001415889-23-003491.hdr.sgml : 20230228 20230228170110 ACCESSION NUMBER: 0001415889-23-003491 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230224 FILED AS OF DATE: 20230228 DATE AS OF CHANGE: 20230228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAMINSKY ANDREW F CENTRAL INDEX KEY: 0001535076 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35588 FILM NUMBER: 23686890 MAIL ADDRESS: STREET 1: C/O AEROFLEX HOLDING CORP STREET 2: 35 SOUTH SERVICE ROAD CITY: PLAINVIEW STATE: NY ZIP: 11803 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Franchise Group, Inc. CENTRAL INDEX KEY: 0001528930 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 273561876 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 109 INNOVATION COURT STREET 2: SUITE J CITY: DELAWARE STATE: OH ZIP: 43015 BUSINESS PHONE: 508-630-4426 MAIL ADDRESS: STREET 1: 109 INNOVATION COURT STREET 2: SUITE J CITY: DELAWARE STATE: OH ZIP: 43015 FORMER COMPANY: FORMER CONFORMED NAME: Liberty Tax, Inc. DATE OF NAME CHANGE: 20140714 FORMER COMPANY: FORMER CONFORMED NAME: JTH Holding, Inc. DATE OF NAME CHANGE: 20110830 4 1 form4-02282023_050207.xml X0306 4 2023-02-24 0001528930 Franchise Group, Inc. FRG FRGAP 0001535076 KAMINSKY ANDREW F 109 INNOVATION COURT, SUITE J DELAWARE OH 43015 false true false false CHIEF ADMINISTRATIVE OFFICER Restricted Stock Units 2023-02-24 4 A 0 18629 0 A Common Stock 18629 18629 D Performance Restricted Stock Units 2023-02-24 4 A 0 18629 0 A Common Stock 18629 18629 D Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. The restricted stock units shall become fully vested on February 24, 2026, provided that the reporting person is in the employ of the Issuer at the time of such vesting. Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share, par value $0.01 per share of Issuer's common stock ("Common Stock"). The maximum number of PRSUs is presented in the table. The resulting number of shares acquired upon vesting of the PRSU is measured based upon the achievement of certain performance metrics tied to adjusted EBITDA and free cash flow, as determined by the Compensation Committee at the time of grant, over a three-year performance period commencing on January 1, 2023 and ending on January 3, 2026 (the "Performance Period"). Vesting of the target level PRSUs will accelerate upon death, disability or qualified retirement in an amount equal to the proportion of days in the Performance Period worked. Vesting of the target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the Performance Period. /s/ Andrew F. Kaminsky 2023-02-28