0001209191-19-051682.txt : 20191002
0001209191-19-051682.hdr.sgml : 20191002
20191002162414
ACCESSION NUMBER: 0001209191-19-051682
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190924
FILED AS OF DATE: 20191002
DATE AS OF CHANGE: 20191002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mill Road Capital II, L.P.
CENTRAL INDEX KEY: 0001550729
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 191132578
BUSINESS ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-987-3500
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yanagi Eric
CENTRAL INDEX KEY: 0001789758
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 191132579
MAIL ADDRESS:
STREET 1: 400 OYSTER POINT BOULEVARD
STREET 2: SUITE 526
CITY: SOUTH SAN FRANCISCO
STATE: CA
ZIP: 94080
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mill Road Capital II GP LLC
CENTRAL INDEX KEY: 0001550728
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 191132580
BUSINESS ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
BUSINESS PHONE: 203-987-3500
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE.
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LYNCH THOMAS E
CENTRAL INDEX KEY: 0001244666
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 191132581
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jacobs Justin
CENTRAL INDEX KEY: 0001464667
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24385
FILM NUMBER: 191132582
MAIL ADDRESS:
STREET 1: 382 GREENWICH AVE
STREET 2: SUITE ONE
CITY: GREENWICH
STATE: CT
ZIP: 06830
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SCHOOL SPECIALTY INC
CENTRAL INDEX KEY: 0001055454
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DURABLE GOODS [5000]
IRS NUMBER: 390971239
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1229
BUSINESS ADDRESS:
STREET 1: W6316 DESIGN DRIVE
CITY: GREENVILLE
STATE: WI
ZIP: 54942
BUSINESS PHONE: (920) 734-5712
MAIL ADDRESS:
STREET 1: W6316 DESIGN DRIVE
CITY: GREENVILLE
STATE: WI
ZIP: 54942
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-09-24
0
0001055454
SCHOOL SPECIALTY INC
SCOO
0001550729
Mill Road Capital II, L.P.
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001789758
Yanagi Eric
400 OYSTER POINT BOULEVARD
SUITE 526
SOUTH SAN FRANCISCO
CA
94080
1
0
1
0
0001550728
Mill Road Capital II GP LLC
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001244666
LYNCH THOMAS E
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
0
0
1
0
0001464667
Jacobs Justin
382 GREENWICH AVENUE
SUITE ONE
GREENWICH
CT
06830
1
0
1
0
Common Stock, $0.001 par value
2019-09-24
4
J
0
3870
0.00
A
3870
I
See footnote
Common Stock, $0.001 par value
2423516
D
Common Stock, $0.001 par value
6865
I
See footnote
Common Stock, $0.001 par value
3870
I
See footnote
Represents restricted stock units ("RSUs") granted by the issuer to Mr. Yanagi in accordance with Rule 16b-3(d) (as described in transaction code "A") as compensation for serving as a member of the issuer's board of directors, in which the Reporting Persons may have an indirect pecuniary interest. Pursuant to a pre-existing contractual obligation, Mill Road Capital Management, LLC (the "Management Company"), an affiliate of the Reporting Persons that does not have Section 13(d) beneficial ownership of any securities of the issuer, has the right to receive the economic benefit of the reported shares and, accordingly, Mr. Yanagi has no direct pecuniary interest in such shares. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
The shares reported are directly held by Mill Road Capital II, L.P. (the "Fund"). Mill Road Capital II GP LLC (the "GP") is the sole general partner of the Fund and has sole authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the Fund. Mr. Lynch is a management committee director of the GP and has shared authority to vote (or direct the vote of), and to dispose (or direct the disposal) of, these shares on behalf of the GP. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
Represents RSUs (or shares issued upon the vesting thereof) granted by the issuer as director compensation, in which the Reporting Persons may have an indirect pecuniary interest. The Management Company has the right to receive the economic benefit of the reported shares pursuant to a contractual obligation with the holder of such shares. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.
/s/ Justin C. Jacobs, Management Committee Director of sole general partner on behalf of Mill Road Capital II, L.P.
2019-10-02
/s/ Eric Yanagi
2019-10-02
/s/ Justin C. Jacobs, Management Committee Director on behalf of Mill Road Capital II GP LLC
2019-10-02
/s/ Justin C. Jacobs on behalf of Thomas E. Lynch by power of attorney
2019-10-02
/s/ Justin C. Jacobs
2019-10-02