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^*

LAHANAS NICHOLAS

(Last)

(First)

(Middle)

C/O CENTRAL GARDEN & PET COMPANY

1340 TREAT BOULEVARD, SUITE 600

(Street)

WALNUT CREEK

94597

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2017

3. Issuer Name and Ticker or Trading Symbol
CENTRAL GARDEN & PET CO [ CENT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial 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)
Class A Common Stock	30,959⁽¹⁾	D
Units - Class A Common Stock	100.95⁽²⁾	I	By 401(k) Plan

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)
Stock Option (Right to Buy)	⁽³⁾	03/31/2021	Class A Common Stock	9,000	$10.63	D
Stock Option (Right to Buy)	⁽⁴⁾	01/29/2022	Class A Common Stock	13,500	$13.82	D
Stock Option (Right to Buy)	⁽⁵⁾	01/20/2023	Class A Common Stock	12,240	$30.94	D

Explanation of Responses:

1. Includes 3,334 restricted shares of Class A Common Stock granted on February 24, 2013 which shares will vest and be exercisable on February 24, 2018, and 6,306 restricted shares of Class A Common Stock granted on February 14, 2014 of which one-half vest annually on February 14, 2018 and 2019, 1,500 restricted shares of Class A Common Stock granted on September 16, 2014 which shares will vest and be exercisable on March 31, 2018, and 6,300 restricted shares of Class A Common Stock granted on March 7, 2017 of which one-third vest annually on March 7, 2020, 2021 and 2022, and 6,400 restricted shares of Class A Common Stock granted on May 16, 2017 of which one-third vest annually on May 16, 2020, 2021 and 2022.

2. The units represent interests in the CENTA Stock Fund in the Issuer's 401(k) Plan, which consist of shares of CENTA stock and cash.

3. Options were granted on April 16, 2015 and will vest and be exercisable as follows: 4,500 on March 31, 2018; 4,500 on March 31, 2019.

4. Options were granted on January 29, 2016 and will vest and be exercisable as follows: 4,500 on January 29, 2018; 4,500 on January 29, 2019; 4,500 on January 29, 2020.

5. Options were granted on January 20, 2017 and will vest in four increments of 25% on January 20, 2018, 2019, 2020, and 2021.

Remarks:

Exhibit 24.1: Power of Attorney.

	/s/Nicholas Lahanas	05/25/2017
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.