0000791519-17-000123.txt : 20170912
0000791519-17-000123.hdr.sgml : 20170912
20170912161307
ACCESSION NUMBER: 0000791519-17-000123
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20170912
FILED AS OF DATE: 20170912
DATE AS OF CHANGE: 20170912
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOODMAN SHIRA
CENTRAL INDEX KEY: 0001199915
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-17586
FILM NUMBER: 171081242
MAIL ADDRESS:
STREET 1: 40 MONTROSE STREET
CITY: NEWTON CENTRE
STATE: MA
ZIP: 02159
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: STAPLES INC
CENTRAL INDEX KEY: 0000791519
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940]
IRS NUMBER: 042896127
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0129
BUSINESS ADDRESS:
STREET 1: 500 STAPLES DRIVE
STREET 2: P O BOX 9328
CITY: FRAMINGHAM
STATE: MA
ZIP: 01702
BUSINESS PHONE: 5082535000
MAIL ADDRESS:
STREET 1: 500 STAPLES DR
CITY: FRAMINGHAM
STATE: MA
ZIP: 01702
4
1
wf-form4_150524717134512.xml
FORM 4
X0306
4
2017-09-12
1
0000791519
STAPLES INC
SPLS
0001199915
GOODMAN SHIRA
FIVE HUNDRED STAPLES DRIVE
FRAMINGHAM
MA
01702
1
1
0
0
CEO
Common Stock
2017-09-12
4
D
0
275217
10.25
D
0
I
Shira D Goodman Trust
Common Stock
2017-09-12
4
D
0
6938.014
10.25
D
45908
D
Common Stock
2017-09-12
4
D
0
45908
10.25
D
0
D
Phantom Stock Unit 401(k)
2017-09-12
4
D
0
877
10.25
D
Common Stock
877.0
0
D
Phantom Stock Unit SERP
2017-09-12
4
D
0
580
10.25
D
Common Stock
580.0
0
D
Disposed of pursuant to the Agreement and Plan of Merger dated as of June 28, 2017 among issuer, Arch Parent Inc. and Arch Merger Sub Inc. (the "Merger Agreement"), pursuant to which Arch Merger Sub Inc. merged with and into the issuer (the "Merger") effective as of September 12, 2017.
ESPP - Adjusted to reflect additional shares acquired through reporting person's participation in Staples Employee Stock Purchase Plan.
Pursuant to the Merger Agreement, restricted stock units outstanding immediately prior to the effective time of the Merger were canceled and converted into the contingent right to receive an amount in cash equal to $10.25 per underlying share on the earlier of (i) the date on which the original vesting conditions applicable to the award (taking into account any accelerated vesting provisions to which the award is subject) are satisfied or (ii) 180 days following the closing date, subject, in each case, to the reporting person's continuous service to the issuer through the applicable vesting date.
Phantom Stock Units are held in a 401(k) and are payable in cash following the reporting person's termination of employment. Number of underlying shares of common stock is based on August 29, 2017 account statement and reflects acquisitions resulting from dividend reinvestment feature.
At the effective time of the Merger, the retirement plan investments represented by the phantom stock units were converted into cash equal to $10.25 per underlying share.
See Table II, Column 2.
Phantom Stock Units are held in a SERP and are payable in cash following the reporting person's termination of employment. Number of underlying shares of common stock is based on August 29, 2017 account statement and reflects acquisitions resulting from dividend reinvestment feature.
Michael Williams, attorney-in-fact
2017-09-12
EX-24
2
goodman.txt
POA
LIMITED POWER OF ATTORNEY
Staples, Inc.
Section 16(a) Filings
Know all by these presents, that the undersigned hereby
constitutes and appoints Ronald Sargent, Christine Komola
and Michael Williams, or either of them singly, and
with full power of substitution, the undersigned's true and
lawful attorney-in-fact to:
(1) prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and
Exchange Commission (the "SEC") a Form ID, including
amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of reports
required by Section 16(a) of the Securities Exchange Act of
1934 or any rule or regulation of the SEC;
(2) execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of
Staples, Inc. (the "Company"), Forms 3, 4, and 5 in accordance
with Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder;
(3) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
and execute any such Form 3, 4, or 5, complete and execute any
amendments thereto, and timely file such form
with the SEC and any stock exchange or similar authority; and
(4) take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-in-
fact, may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such
attorney-in-fact may approve in such attorney-in-fact's
discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or such attorney-in-
fact's substitute or substitutes, shall lawfully do or cause to
be done by virtue of this power of attorney and the rights and
powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3,
4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 31st day of January, 2014.
Shira Goodman
/s/ Shira Goodman
Signature