Form Type: 4

SEC EDGAR Link
Accession Number:0000899243-19-025388
Date:2019-10-07
Issuer: ARAMARK (ARMK)
Original Submission Date:

Reporting Person:

MANTLE RIDGE LP
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY 10019

Reporting Person:

MR BRIDGESTONE ADVISOR LLC
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY 10019

Reporting Person:

HILAL PAUL C
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY 10019

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-10-07 C 572,000 a $31.25 2,968,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 3,249,000 a $28.74 6,217,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 1,125,000 a $30.39 7,342,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 470,000 a $31.00 7,812,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 1,573,000 a $34.80 9,385,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 2,057,000 a $36.94 11,442,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 2,889,000 a $37.30 14,331,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 3,096,000 a $37.71 17,427,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 2,025,000 a $38.04 19,452,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 2,011,000 a $37.86 21,463,000 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 183,038 a $31.75 21,646,038 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 468,064 a $32.70 22,114,102 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 949,420 a $34.36 23,063,522 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 455,561 a $35.14 23,519,083 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 240,498 a $34.59 23,759,581 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 126,950 a $35.16 23,886,531 indirect f1,f2,f3,f4
COMMON STOCK 2019-10-07 C 210,634 a $35.48 24,097,165 indirect f1,f2,f3,f4
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
PHYSICALLY SETTLED FORWARD CONTRACTS(OBLIGATION TO PURCHASE) 31.25 2019-10-07 deemed execution date C 1 (d) 2019-05-06 2022-06-06 common stock 572,000 $31.25 0 indirect see footnotes
PHYSICALLY SETTLED FORWARD CONTRACTS(OBLIGATION TO PURCHASE) 28.74 2019-10-07 deemed execution date C 1 (d) 2019-05-07 2022-06-07 common stock 3,249,000 $28.74 0 indirect see footnotes
PHYSICALLY SETTLED FORWARD CONTRACTS(OBLIGATION TO PURCHASE) 30.39 2019-10-07 deemed execution date C 1 (d) 2019-05-08 2022-06-08 common stock 1,125,000 $30.39 0 indirect see footnotes
PHYSICALLY SETTLED FORWARD CONTRACTS(OBLIGATION TO PURCHASE) 31.0 2019-10-07 deemed execution date C 1 (d) 2019-05-13 2022-06-13 common stock 470,000 $31.00 0 indirect see footnotes
PHYSICALLY SETTLED FORWARD CONTRACTS(OBLIGATION TO PURCHASE) 34.8 2019-10-07 deemed execution date C 1 (d) 2019-08-05 2022-09-06 common stock 1,573,000 $34.80 0 indirect see footnotes
Footnotes
IDfootnote
f1 in addition to mantle ridge lp, a delaware limited partnership ("mantle ridge"), this form 4 is being filed jointly by mr bridgestone advisor llc, a delaware limited liability company ("mr bridgestone") and paul c. hilal, a citizen of the united states of america (collectively, the "reporting persons"), each of whom has the same business address as mantle ridge and may be deemed to have a pecuniary interest in securities reported on this form 4 (the "subject securities"). all subject securities reported on this form 4 are rounded up to the nearest whole share.
f2 mr bridgestone, a wholly owned subsidiary of mantle ridge, advises the accounts of mr bridgestone offshore fund ab ltd and mr bridgestone offshore fund ca 01 ltd, each a cayman islands exempted company (all such funds and their subsidiaries together, the "mantle ridge funds").
f3 mr bridgestone, as the investment adviser to the mantle ridge funds, and mantle ridge, as the sole member of mr bridgestone, each may be deemed to be the beneficial owner of the subject securities for purposes of rule 16a-1(a) under the securities exchange act of 1934. by virtue of paul c. hilal's position as ultimately controlling mr bridgestone and mantle ridge, paul c. hilal may be deemed to be the beneficial owner of the subject securities for purposes of rule 16a-1(a). each of the reporting persons disclaims any beneficial ownership of any of the subject securities, except to the extent of any pecuniary interest therein.
f4 paul c. hilal is a member of the board of directors of the issuer, and as a result, each of the other reporting persons may be directors by deputization for purposes of section 16 of the securities exchange act of 1934.
f5 certain of the mantle ridge funds were party to forwards which were physically settled (the "physically settled forward agreements") having an average net purchase price of $34.95 per share. on the applicable valuation date, the counterparty delivered to mantle ridge fund a number of shares equal to the number of shares of common stock referenced in such physically settled forward agreement, in exchange for cash equal to the then-applicable forward price plus a financing amount. such mantle ridge fund elected to exercise the physically settled forward agreement early, thus the valuation date occurred on such early exercise date.
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