0001560207-18-000011.txt : 20180420
0001560207-18-000011.hdr.sgml : 20180420
20180420164629
ACCESSION NUMBER: 0001560207-18-000011
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180418
FILED AS OF DATE: 20180420
DATE AS OF CHANGE: 20180420
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kiper Christopher S
CENTRAL INDEX KEY: 0001432744
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767253
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD, SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: White Raymond T.
CENTRAL INDEX KEY: 0001682494
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767252
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Asset Management, LLC
CENTRAL INDEX KEY: 0001560207
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767259
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Holdings, LLC
CENTRAL INDEX KEY: 0001682389
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767254
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, LLC
CENTRAL INDEX KEY: 0001682390
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767255
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424-253-1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD., SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners Special Opportunities, L.P. II
CENTRAL INDEX KEY: 0001661189
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767256
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424.253.1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, L.P. I
CENTRAL INDEX KEY: 0001595909
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767258
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424.253.1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Legion Partners, L.P. II
CENTRAL INDEX KEY: 0001618783
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-10436
FILM NUMBER: 18767257
BUSINESS ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
BUSINESS PHONE: 424.253.1774
MAIL ADDRESS:
STREET 1: 9401 WILSHIRE BLVD.
STREET 2: SUITE 705
CITY: BEVERLY HILLS
STATE: CA
ZIP: 90212
FORMER NAME:
FORMER CONFORMED NAME: Legion Partners L.P. II
DATE OF NAME CHANGE: 20140905
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FOSTER L B CO
CENTRAL INDEX KEY: 0000352825
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051]
IRS NUMBER: 251324733
STATE OF INCORPORATION: PA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 415 HOLIDAY DR
CITY: PITTSBURGH
STATE: PA
ZIP: 15220
BUSINESS PHONE: 4129283431
MAIL ADDRESS:
STREET 1: 415 HOLIDAY DR
CITY: PITTSBURGH
STATE: PA
ZIP: 15220
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2018-04-18
0
0000352825
FOSTER L B CO
FSTR
0001560207
Legion Partners Asset Management, LLC
9401 WILSHIRE BLVD., SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001595909
Legion Partners, L.P. I
9401 WILSHIRE BLVD.
SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001618783
Legion Partners, L.P. II
9401 WILSHIRE BLVD.
SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001661189
Legion Partners Special Opportunities, L.P. II
9401 WILSHIRE BLVD.
SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001682390
Legion Partners, LLC
9401 WILSHIRE BLVD., SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001682389
Legion Partners Holdings, LLC
9401 WILSHIRE BLVD., SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001432744
Kiper Christopher S
9401 WILSHIRE BLVD, SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
0001682494
White Raymond T.
9401 WILSHIRE BLVD.
SUITE 705
BEVERLY HILLS
CA
90212
0
0
1
0
Common Stock
2018-04-18
4
P
0
4612
25.63
D
1129622
I
Legion Partners, L.P. I
Common Stock
2018-04-19
4
P
0
3625
25.83
D
1125997
I
Legion Partners, L.P. I
Common Stock
2018-04-20
4
P
0
2202
25.7
D
1123795
I
Legion Partners, L.P. I
Common Stock
2018-04-18
4
P
0
440
25.63
D
107700
I
Legion Partners, L.P. II
Common Stock
2018-04-19
4
P
0
346
25.83
D
107354
I
Legion Partners, L.P. II
Common Stock
2018-04-20
4
P
0
210
25.7
D
107144
I
Legion Partners, L.P. II
Common Stock
2018-04-18
4
P
0
1348
25.63
D
330072
I
Legion Partners Special Opportunities L.P. II
Common Stock
2018-04-19
4
P
0
1059
25.83
D
329013
I
Legion Partners Special Opportunities L.P. II
Common Stock
2018-04-20
4
P
0
644
25.7
D
328369
I
Legion Partners Special Opportunities L.P. II
Common Stock
11398
D
This Form 4 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. II ("Legion Partners Special II"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Christopher S. Kiper and Raymond T. White (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Legion Partners I directly owns these shares of common stock ("Common Stock") of L.B. Foster Company (the "Issuer"). General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners I.
Legion Partners II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common
Stock owned by Legion Partners II.
Legion Partners Special II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners Special II, Legion Partners Asset Management is the investment advisor of Legion Partners Special II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Special II.
Legion Partners Asset Management directly owns these shares of Common Stock. Legion Partners Holdings is the sole member of Legion Partners Asset Management and each of Messrs. Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, Legion Partners Holdings and Messrs. Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Asset Management.
The transactions reported were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Persons on March 14, 2018. Accordingly, the Reporting Persons had no discretion with regard to the timing of the transactions.
Legion Partners Asset Management, LLC
2018-04-20
Legion Partners, L.P. I
2018-04-20
Legion Partners, L.P. II
2018-04-20
Legion Partners Special Opportunities, L.P. II
2018-04-20
Legion Partners, LLC
2018-04-20
Legion Partners Holdings, LLC
2018-04-20
/s/ Christopher S. Kiper
2018-04-20
/s/ Raymond T. White
2018-04-20