Michael C. Miller - Sep 23, 2021 Form 4 Insider Report for Barnes & Noble Education, Inc. (BNED)

Role
CLO, EVP, Corp Aff & Secretary
Signature
/s/ Michael C. Miller
Stock symbol
BNED
Transactions as of
Sep 23, 2021
Transactions value $
-$112,286
Form type
4
Date filed
9/27/2021, 05:16 PM
Previous filing
Sep 24, 2021
Next filing
Dec 17, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BNED Common Stock Award $0 +55.6K +47.31% $0.00 173K Sep 23, 2021 Direct F1
transaction BNED Common Stock Tax liability -$112K -10.6K -6.13% $10.59* 162K Sep 26, 2021 Direct F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BNED Non-Qualified Stock Option (Right to Buy) Award $0 +47.5K $0.00 47.5K Sep 23, 2021 Common Stock 47.5K $10.80 Direct F3
transaction BNED Non-Qualified Stock Option (Right to Buy) Award $0 +51.3K $0.00 51.3K Sep 23, 2021 Common Stock 51.3K $13.30 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of September 23, 2022, September 23, 2023 and September 23, 2024, or in each case, if such date is not a business day, the business day immediately following such date.
F2 Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.
F3 Non-qualified Stock Options granted with an exercise price of $10.80 per share, which was the fair market value on the date of grant. These Options will vest in four equal installments on each of September 23, 2022, September 23, 2023, September 23, 2024 and September 23, 2025 and will expire on September 23, 2031
F4 Non-qualified Stock Options granted with an above market exercise price of $13.30 per share. These Options will vest in four equal installments on each of September 23, 2022, September 23, 2023, September 23, 2024 and September 22, 2025 and will expire on September 23, 2031.