| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BNED | Common Stock, par value $0.01 per share | Purchase | $10.1M | +202M | +3944.88% | $0.05* | 208M | Jun 10, 2024 | Held by Outerbridge Special Opportunities Fund, LP | F2, F3 |
| holding | BNED | Common Stock, par value $0.01 per share | 11.8K | Jun 10, 2024 | Direct | F1 |
Rory Wallace is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Reflects shares issued to Rory Wallace (the "Reporting Person") pursuant to the Barnes & Noble Education, Inc. Equity Plan, which are fully vested as of June 10, 2024. |
| F2 | Management of Outerbridge Special Opportunities Fund, LP ("Special Opportunities") is vested in Outerbridge Capital Management, LLC, a Delaware limited liability company ("Outerbridge Capital"), which may be deemed to beneficially own the Barnes & Noble Education, Inc. Common Stock, par value $0.01 per share (the "Common Stock") held directly by Special Opportunities. The Reporting Person is the Managing Member of Outerbridge Capital, sharing voting and investment control over the Common Stock held directly by Special Opportunities and may be deemed to beneficially own such Common Stock. |
| F3 | (Continued from footnote 2) The Reporting Person disclaims any beneficial ownership in the Common Stock described herein other than to the extent of any pecuniary interest he may have therein, directly or indirectly, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |