Rory Wallace - 10 Jun 2024 Form 4 Insider Report for Barnes & Noble Education, Inc. (BNED)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
11 Jun 2024, 16:00:28 UTC
Prior SEC filing
26 Sep 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Rory Wallace

Key filing fact

Rory Wallace filed Form 4 for Barnes & Noble Education, Inc. (BNED) on 11 Jun 2024.

Key facts

  • This page summarizes Rory Wallace's Form 4 filing for Barnes & Noble Education, Inc. (BNED).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 11 Jun 2024, 16:00.

Change

  • Previous filing in this sequence was filed on 26 Sep 2022.
  • Current net transaction value: +$10,124,039.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

BNED transaction

Common Stock, par value $0.01 per share

Purchase

Transaction value
$10,124,039
Shares
+202,480,772
Change %
+3945%
Price
$0.0500*
Shares after
207,613,525
Date
10 Jun 2024
Ownership
Held by Outerbridge Special Opportunities Fund, LP
Footnotes
F2, F3
BNED holding

Common Stock, par value $0.01 per share

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
11,804
Date
10 Jun 2024
Ownership
Direct
Footnotes
F1
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Rory Wallace is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote 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.

Footnote 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.

Footnote 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.

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