0001634117-20-000097.txt : 20200924 0001634117-20-000097.hdr.sgml : 20200924 20200924164313 ACCESSION NUMBER: 0001634117-20-000097 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200922 FILED AS OF DATE: 20200924 DATE AS OF CHANGE: 20200924 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Malhotra Kanuj CENTRAL INDEX KEY: 0001581718 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37499 FILM NUMBER: 201195727 MAIL ADDRESS: STREET 1: C/O BARNES & NOBLE, INC. STREET 2: 122 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10011 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Barnes & Noble Education, Inc. CENTRAL INDEX KEY: 0001634117 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 460599018 STATE OF INCORPORATION: DE FISCAL YEAR END: 0502 BUSINESS ADDRESS: STREET 1: 120 MOUNTAIN VIEW BOULEVARD CITY: BASKING RIDGE STATE: NJ ZIP: 07920 BUSINESS PHONE: 908-991-2665 MAIL ADDRESS: STREET 1: 120 MOUNTAIN VIEW BOULEVARD CITY: BASKING RIDGE STATE: NJ ZIP: 07920 4 1 wf-form4_160098017961959.xml FORM 4 X0306 4 2020-09-22 0 0001634117 Barnes & Noble Education, Inc. BNED 0001581718 Malhotra Kanuj C/O BARNES & NOBLE EDUCATION, INC. 120 MOUNTAIN VIEW BLVD BASKING RIDGE NJ 07920 0 1 0 0 EVP, Corp Dev; Pres, DSS Non-Qualified Stock Option (Right to Buy) 5.0 2020-09-22 4 A 0 155023 0 A 2021-09-22 2030-09-22 Common Stock 155023.0 155023 D Non-Qualified Stock Option (Right to Buy) 2.46 2020-09-22 4 A 0 155023 0 A 2021-09-22 2030-09-22 Common Stock 155023.0 155023 D Phantom Share Unit 2020-09-22 4 A 0 182927 0 A 2021-09-22 2023-09-22 Common Stock 182927.0 182927 D Non-qualified Stock Options granted with an above market exercise price of $5 per share. These Options will vest in four equal installments on each of September 22, 2021, September 22, 2022, September 22, 2023 and September 22, 2024 and will expire on September 22, 2030. Non-qualified Stock Options granted with an exercise price of $2.46 per share, which was the fair market value on the date of grant. These Options will vest in four equal installments on each of September 22, 2021, September 22, 2022, September 22, 2023 and September 22, 2024 and will expire on September 22, 2030 Each phantom share represents the economic equivalent to one share of common stock of the Company and will be settled in cash based on the fair market value of a share of common stock at each vesting date in an amount not to exceed $7.38 per share. The phantom shares vest and will be settled in three equal installments on each of September 22, 2021, September 22, 2022 and September 22, 2023, or in each case, if such date is not a business day, the business day immediately following such date. /s/ Kanuj Malhotra 2020-09-24