0000921895-13-001813.txt : 20130826 0000921895-13-001813.hdr.sgml : 20130826 20130826213417 ACCESSION NUMBER: 0000921895-13-001813 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130822 FILED AS OF DATE: 20130826 DATE AS OF CHANGE: 20130826 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OFFICE DEPOT INC CENTRAL INDEX KEY: 0000800240 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 592663954 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 BUSINESS ADDRESS: STREET 1: 6600 NORTH MILITARY TRAIL CITY: BOCA RATON STATE: FL ZIP: 33496 BUSINESS PHONE: 561-438-8176 MAIL ADDRESS: STREET 1: 6600 NORTH MILITARY TRAIL CITY: BOCA RATON STATE: FL ZIP: 33496 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Smith Jeffrey C CENTRAL INDEX KEY: 0001362697 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10948 FILM NUMBER: 131061235 MAIL ADDRESS: STREET 1: C/O STARBOARD VALUE LP STREET 2: 830 THIRD AVENUE, 3RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 form406297104_08262013.xml OWNERSHIP DOCUMENT X0306 4 2013-08-22 0 0000800240 OFFICE DEPOT INC ODP 0001362697 Smith Jeffrey C C/O STARBOARD VALUE LP 830 THIRD AVENUE, 3RD FLOOR NEW YORK NY 10022 1 0 1 0 Common Stock 2013-08-22 4 A 0 21084 0 A 21084 D Represents the number of shares of the Issuer's common stock issued to Mr. Smith as compensation for service on the Issuer's Board of Directors, of which 25% vest immediately on the grant date; and 75% will vest in full, applicable, upon the earlier of: (1) the closing date of Issuer's merger with OfficeMax if Mr. Smith is appointed to the board after the merger (the "NewCo Board"), (2) the termination of Issuer's merger agreement with OfficeMax, or (3) the date of the 2014 Annual Shareholder Meeting for Office Depot. If the merger with OfficeMax closes and Mr. Smith is not appointed to NewCo's Board, then Mr. Smith will immediately forfeit this portion of the equity award. As a member of a 13(d) group, Mr.Smith may be deemed to beneficially own the 42,100,000 shares of Common Stock that are beneficially owned in the aggregate by Starboard Value LP and its affiliates. Mr. Smith disclaims beneficial ownership of such shares of Common Stock except to the extent of his pecuniary interest therein. /s/ Jeffrey C. Smith 2013-08-26