0001181431-11-043783.txt : 20110803 0001181431-11-043783.hdr.sgml : 20110803 20110803212832 ACCESSION NUMBER: 0001181431-11-043783 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110309 FILED AS OF DATE: 20110803 DATE AS OF CHANGE: 20110803 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CARBONE PAUL C CENTRAL INDEX KEY: 0001381539 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35258 FILM NUMBER: 111008369 MAIL ADDRESS: STREET 1: TWEEN BRANDS, INC. STREET 2: 8323 WALTON PARKWAY CITY: NEW ALBANY STATE: OH ZIP: 43054-9522 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DUNKIN' BRANDS GROUP, INC. CENTRAL INDEX KEY: 0001357204 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 130 ROYALL STREET CITY: CANTON STATE: MA ZIP: 02021 BUSINESS PHONE: 7817374516 MAIL ADDRESS: STREET 1: 130 ROYALL STREET CITY: CANTON STATE: MA ZIP: 02021 FORMER COMPANY: FORMER CONFORMED NAME: DUNKIN' BRANDS GROUP HOLDINGS, INC. DATE OF NAME CHANGE: 20100401 FORMER COMPANY: FORMER CONFORMED NAME: DUNKIN' BRANDS GROUP HOLDINGS, INC DATE OF NAME CHANGE: 20100401 FORMER COMPANY: FORMER CONFORMED NAME: DUNKIN BRANDS GROUP HOLDINGS, INC DATE OF NAME CHANGE: 20090821 4 1 rrd318985.xml X0304 4 2011-03-09 0 0001357204 DUNKIN' BRANDS GROUP, INC. DNKN 0001381539 CARBONE PAUL C C/O DUNKIN' BRANDS GROUP, INC. 130 ROYALL STREET CANTON MA 02021 0 1 0 0 Vice President,Fin. Management Common Stock 2011-03-09 4 A 0 3612 7.31 A 5757 D Common Stock 2011-07-01 4 M 0 1423 3.02 A 7180 D Common Stock 2011-07-26 4 J 0 7112 17.53 A 14292 D Option to purchase Common Stock 3.02 2011-07-01 4 M 0 1423 0 D 2020-02-23 Common Stock 1423 24845 D Class L Common Stock 17.53 2011-07-26 4 J 0 2922 D Common Stock 7112 24845 D Option to purchase Common Stock 3.02 2011-08-01 4 A 0 3520 0 A 2020-02-23 Common Stock 3520 28365 D In addition, the Reporting Person purchased 4,463 shares of the Issuer's Class L Common Stock on 03/09/2011 at $14.25 per share. The Issuer's Class L Common Stock was subsequently converted to Common Stock on 07/26/2011. See note 2. On 07/26/2011, in connection with the Issuer's initial public offering, each share of the Issuer's Class L common stock was mandatorily converted, in accordance with the terms of the Issuer's certificate of incorporation, into approximately 0.2189 of a share common stock plus an additional number of shares of common stock determined by dividing the per share Class L preference amount of $38.8274, by $17.53, which is equal to the initial public offering price of a share of common stock net of the underwriting discount and a pro rata portion, based on the number of share being sold in the offering, of the estimated offering expenses incurred by the Issuer. With respect to the reporting person, the conversion of the Class L common stock is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 thereunder. The option, representing a right to purchase a total of 21,015 shares, vests in five equal annual installments that began on 2/23/2010. On 02/23/2010, the reporting person was granted an option to purchase 49,036 shares of Common Stock. The option vests based upon time (five equal annual installments that began on 2/23/2010) and performance (investment returns to investment funds affiliated with Bain Capital Partners, LLC, The Carlyle Group and Thomas H. Lee Partners, L.P. (collectively, the "Sponsors") criteria. As a result of the sale of shares by the Sponsors in the Issuer's initial public offering, the performance criteria was met with respect to 3,520 shares of common stock subject to this option award, resulting in vesting of the option as to 704 shares and an additional 1,056 shares that will vest in three annual installments beginning on 02/23/2012. /s/ Richard Emmett, as attorney-in-fact for Paul C. Carbone 2011-08-03