0001127602-13-034902.txt : 20131217 0001127602-13-034902.hdr.sgml : 20131217 20131217182217 ACCESSION NUMBER: 0001127602-13-034902 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20131215 FILED AS OF DATE: 20131217 DATE AS OF CHANGE: 20131217 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: B/E AEROSPACE INC CENTRAL INDEX KEY: 0000861361 STANDARD INDUSTRIAL CLASSIFICATION: PUBLIC BUILDING AND RELATED FURNITURE [2531] IRS NUMBER: 061209796 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1400 CORPORATE CENTER WAY STREET 2: 1400 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 BUSINESS PHONE: 5617915000 MAIL ADDRESS: STREET 1: 1400 CORPORATE CENTER WAY STREET 2: 1400 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 FORMER COMPANY: FORMER CONFORMED NAME: BE AEROSPACE INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BE AVIONICS INC DATE OF NAME CHANGE: 19920608 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCCAFFREY THOMAS P CENTRAL INDEX KEY: 0001227444 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18348 FILM NUMBER: 131283386 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2013-12-15 0000861361 B/E AEROSPACE INC BEAV 0001227444 MCCAFFREY THOMAS P C/O B/E AEROSPACE, INC. 1400 CORPORATE CENTER WAY WELLINGTON FL 33414 1 Sr. VP & CFO Common Stock 2013-12-15 4 A 0 13747 0 A 55426 D Common Stock 2013-12-16 4 S 0 10000 85.72 D 45426 D Common Stock 2013-12-16 4 F 0 10300 85.72 D 35312 I By Family Trust Common Stock 2013-12-16 4 S 0 14251 85.72 D 21061 I By Family Trust Common Stock 2013-12-16 4 S 0 1400 85.902 D 0 I By Children Common Stock 2013-12-17 4 F 0 2372 85.5013 D 43054 D Common Stock 2013-12-17 4 S 0 3283 85.5013 D 39771 D Includes 6,874 shares of restricted stock, 5,155 time based restricted stock units and 1,718 performance based restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.50 - $86.14 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.50 - $86.14 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.50 - $86.14 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.851 - $85.968 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reporting person no longer has a reportable beneficial interest in 800 shares of B/E Aerospace, Inc. common stock owned by his daughter and included in the reporting person's prior ownership reports. The reporting person disclaims beneficial ownership of the shares held by his children, and this report should not be deemed an admission that the reporting person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.37 - $85.99 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.37 - $85.99 inclusive. The reporting person undertakes to provide to B/E Aerospace, Inc., any security holder of B/E Aerospace, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. /s/ Rosa Shen, attorney-in-fact for Thomas P. McCaffrey 2013-12-17 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): EXH 24.1 Exhibit 24 POWER OF ATTORNEY Know all by these present that the undersigned hereby constitutes and appoints each of Ryan M. Patch, Thomas P. McCaffrey, Alexander K. Kim, Claire Dumas and Rosa Shen, or any of them signing singly, as the undersigned?s true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of B/E Aerospace, Inc. (the ?Company?), Forms 3, 4 and 5 (including amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), and the rules thereunder, and Form 144 (including amendments thereto) in accordance with Rule 144 of the Securities Act of 1933, as amended (the ?Securities Act?); (2) 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, 5 or 144 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (3) 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 the 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 the acts such attorney-in-fact 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 attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned?s responsibilities to comply with Section 16 of the Exchange Act and Rule 144 of the Securities Act. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, 5 or 144 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 attorney-in-fact. This Power of Attorney revokes all currently existing powers of attorney granted by the undersigned with respect to Forms 3, 4 and 5 under Section 16(a) of the Exchange Act and the rules thereunder and Form 144 under the Securities Act. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 24th day of October, 2013. By: /s/ Thomas P. McCaffrey Name: Thomas P. McCaffrey