0001209191-12-005341.txt : 20120125 0001209191-12-005341.hdr.sgml : 20120125 20120125200732 ACCESSION NUMBER: 0001209191-12-005341 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120123 FILED AS OF DATE: 20120125 DATE AS OF CHANGE: 20120125 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PANERA BREAD CO CENTRAL INDEX KEY: 0000724606 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 042723701 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 3630 SOUTH GEYER ROAD STREET 2: SUITE 100 CITY: SAINT LOUIS STATE: MO ZIP: 63127 BUSINESS PHONE: 314-984-1000 MAIL ADDRESS: STREET 1: 3630 SOUTH GEYER ROAD STREET 2: SUITE 100 CITY: SAINT LOUIS STATE: MO ZIP: 63127 FORMER COMPANY: FORMER CONFORMED NAME: AU BON PAIN CO INC DATE OF NAME CHANGE: 19940201 FORMER COMPANY: FORMER CONFORMED NAME: AU BON PAIN COMPANY INC DATE OF NAME CHANGE: 19920501 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHAICH RONALD M CENTRAL INDEX KEY: 0001034193 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19253 FILM NUMBER: 12545864 MAIL ADDRESS: STREET 1: C/O AU BON PAIN CO INC STREET 2: 19 FID KENNEDY AVE CITY: BOSTON STATE: MA ZIP: 02210 FORMER NAME: FORMER CONFORMED NAME: SCHAICH RONALD M DATE OF NAME CHANGE: 19970219 4 1 doc4.xml FORM 4 SUBMISSION X0304 4 2012-01-23 0 0000724606 PANERA BREAD CO PNRA 0001034193 SHAICH RONALD M THREE CHARLES RIVER PLACE 63 KENDRICK STREET NEEDHAM MA 02494 1 1 1 0 Executive Chairman Class B Common Stock 1080717 D Class B Common Stock 230973 I By Trusts Class A Common Stock 2012-01-23 4 M 0 3333 43.31 A 80845 D Class A Common Stock 2012-01-23 4 M 0 3333 50.85 A 84178 D Class A Common Stock 2012-01-23 4 M 0 3334 47.95 A 87512 D Class A Common Stock 2012-01-23 4 S 0 6133 149.59 D 81179 D Class A Common Stock 2012-01-23 4 S 0 3867 150.13 D 77512 D Employee Stock Option (Right to Buy) 43.31 2012-01-23 4 M 0 3333 0.00 D 2013-08-10 Class A Common Stock 3333 24222 D Employee Stock Option (Right to Buy) 50.85 2012-01-23 4 M 0 3333 0.00 D 2014-08-05 Class A Common Stock 3333 19939 D Employee Stock Option (Right to Buy) 47.95 2012-01-23 4 M 0 3334 0.00 D 2012-08-11 Class A Common Stock 3334 12776 D Reflects (i) the December 19, 2011 transfer of 36,789 shares from the Reporting Person to the Ronald M. Shaich 2011 Qualified Annuity Interest Trust, and (ii) the December 19, 2011 transfer of 47,090 shares from the Reporting Person to the SGC Trust LLC. These transfers are exempt pursuant to Rule 16a-13 under the Securities Exchange Act of 1934 and represent a change in the form of beneficiary ownership with no change in pecuniary interest. Consists of 147,094 shares held by Ronald M. Shaich Qualified Annuity Interest Trust of which the reporting person's spouse is a trustee; 36,789 shares held by the Ronald M. Shaich 2011 Qualified Annuity Interest Trust of which Mr. Shaich is the trustee; and 47,090 shares held by SGC Trust LLC of which Mr. Shaich is the investment trustee. The exercise reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 6, 2011. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 6, 2011. The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $149.08 to $150.08. The reporting person undertakes, upon request by the Staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $150.088 to $150.227. The reporting person undertakes, upon request by the Staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. The option vests in four (4) equal annual installments beginning August 10, 2009. The option vests in four (4) equal annual installments beginning August 5, 2010. The option vests in four (4) equal annual installments beginning August 11, 2008. /s/ Louis DiPietro, Attorney in Fact for Ronald M. Shaich 2012-01-25