SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Schriver Rodney

(Last)

(First)

(Middle)

3111 W ALLEGHENY AVE

(Street)

PHILADELPHIA

19132

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/16/2016

3. Issuer Name and Ticker or Trading Symbol
PEP BOYS MANNY MOE & JACK [ PBY ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Accounting Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,066⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Options (right to buy)	⁽²⁾	08/31/2022	Common Stock	11,236	$11.925	D
ROIC Performance-Based Award	⁽³⁾	⁽⁴⁾	Common Stock	4,153	⁽⁴⁾	D
TSR Performance-Based Award	⁽⁵⁾	⁽⁴⁾	Common Stock	2,387	⁽⁴⁾	D

Explanation of Responses:

1. Represents restricted stock units, which represent the right to receive an equal number of shares of common stock.

2. One third of such options will become exercisable on each of the first three anniversaries of the date of grant (8/31/2015).

3. Each ROIC Performance-Based Award will vest on August 31, 2018, if the Issuer's return on invested capital for fiscal year 2017 is between 3% and 5% into between one-half and and one and one-half shares of common stock, respectively.

4. Not applicable.

5. Each TSR Performance-Based Award will vest on August 31, 2018 if the Issuer's total shareholder return over the three-year period that includes the Issuer's fiscal years 2015, 2016 and 2017 is between the 33rd and 80th percentile of its customized executive compensation peer group into between one-half and and one and three-quarters shares of common stock, respectively.

Remarks:

	Rodney Schriver	09/22/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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