0001209191-17-049320.txt : 20170816 0001209191-17-049320.hdr.sgml : 20170816 20170816203853 ACCESSION NUMBER: 0001209191-17-049320 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170814 FILED AS OF DATE: 20170816 DATE AS OF CHANGE: 20170816 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PENNINGTON BROOKS III CENTRAL INDEX KEY: 0001057369 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33268 FILM NUMBER: 171037529 MAIL ADDRESS: STREET 1: 1280 ATLANTA HWY CITY: MADISON STATE: GA ZIP: 30650 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL GARDEN & PET CO CENTRAL INDEX KEY: 0000887733 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 680275553 STATE OF INCORPORATION: DE FISCAL YEAR END: 0926 BUSINESS ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 600 CITY: WALNUT CREEK STATE: CA ZIP: 94597 BUSINESS PHONE: 9259484000 MAIL ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 600 CITY: WALNUT CREEK STATE: CA ZIP: 94597 FORMER COMPANY: FORMER CONFORMED NAME: CENTRAL GARDEN & PET COMPANY DATE OF NAME CHANGE: 19941019 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-08-14 0 0000887733 CENTRAL GARDEN & PET CO CENT 0001057369 PENNINGTON BROOKS III 1340 TREAT BLVD SUITE 600 WALNUT CREEK CA 94597 1 0 0 0 Class A Common Stock 2017-08-14 4 S 0 10000 34.0143 D 48365 D Class A Common Stock 2017-08-14 4 F 0 211 34.03 D 48154 D Class A Common Stock 2017-08-15 4 S 0 2226 33.5799 D 45928 D Class A Common Stock 2017-08-15 4 M 0 10000 9.86 A 55928 D Class A Common Stock 2017-08-15 4 F 0 5293 33.59 D 50635 D Class A Common Stock 2017-08-16 4 S 0 4707 32.9301 D 45928 D Common Stock 2017-08-14 4 S 0 9000 35.113 D 40040 I By L.P. Class A Common Stock 3876 I By Spouse Class A Common Stock 15208 I By LLC Units 1563.368 I 401(K) Account Common Stock 159950 D Common Stock 6938 I By Spouse Common Stock 7604 I By LLC Stock Option (Right to Buy) 9.86 2017-08-15 4 M 0 10000 0.00 D 2018-08-10 Class A Common Stock 10000 10284 D Sale effected under sales plan pursuant to Rule 10b5-1(c)(1) of the Securities Exchange Act of 1934, as amended. The range of prices for the shares of Common Stock is from $33.71 to $34.28. Mr. Pennington undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price. Shares delivered by Reporting Person in payment of the withholding tax liability upon vesting of restricted stock. The amount of shares withheld is based on the average of the high and low of the sales prices of CENTA on August 14, 2017. The range of prices for the shares of Class A Common Stock is from $33.30 to $33.81. Mr. Pennington undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price. Shares withheld by the Issuer in payment of the aggregate option exercise price and withholding tax liability incurred upon the above-reported exercise of options. The amount of shares withheld is based on the respective average of the high and low sales prices on the date of exercise. The range of prices for the shares of Class A Common Stock is from $32.79 to $33.16. Mr. Pennington undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price. The range of prices for the shares of Common Stock is from $34.81 to $35.43. Mr. Pennington undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of securities sold at each separate price. By BPCB Partners L.P. The general managing partner of BPCB Partners L.P. is BPCB Management Company LLC ("BPCBLLC") and Mr. Pennington is the sole member of BPCBLLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Mr. Pennington disclaims beneficial ownership of 3,876 shares of the Issuer's Class A Common Stock owned by his spouse and 6,938 shares of the Issuer's Common Stock owned by his spouse. By Pennington Management Company II, LLC, in which Mr. Pennington has an ownership interest. Mr. Pennington is the President of Pennington Management Company II, LLC. Mr. Pennington disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. 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. One-third of the total options granted became exercisable at each of 6 months, 18 months and 30 months after February 10, 2015, the date of the grant. /s/Brooks Pennington III 2017-08-16