0001209191-22-053327.txt : 20221011 0001209191-22-053327.hdr.sgml : 20221011 20221011164219 ACCESSION NUMBER: 0001209191-22-053327 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221007 FILED AS OF DATE: 20221011 DATE AS OF CHANGE: 20221011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: QUARTIERI MICHAEL CENTRAL INDEX KEY: 0001441431 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35664 FILM NUMBER: 221304533 MAIL ADDRESS: STREET 1: C/O SCIENTIFIC GAMES CORPORATION STREET 2: 6601 BERMUDA ROAD CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER NAME: FORMER CONFORMED NAME: QUARTIERI MICHAEL ALAN DATE OF NAME CHANGE: 20080729 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Dave & Buster's Entertainment, Inc. CENTRAL INDEX KEY: 0001525769 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 352382255 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: 2481 MANANA DRIVE CITY: DALLAS STATE: TX ZIP: 75220 BUSINESS PHONE: 214-357-9588 MAIL ADDRESS: STREET 1: 2481 MANANA DRIVE CITY: DALLAS STATE: TX ZIP: 75220 FORMER COMPANY: FORMER CONFORMED NAME: Dave & Buster's Parent, Inc. DATE OF NAME CHANGE: 20110713 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-10-07 0 0001525769 Dave & Buster's Entertainment, Inc. PLAY 0001441431 QUARTIERI MICHAEL 1221 S. BELT LINE RD., #500 COPPELL TX 75019 0 1 0 0 Chief Financial Officer Common Stock 2022-10-07 4 A 0 19303 0.00 A 36185 D Common Stock 2022-10-11 4 P 0 5000 31.7266 A 41185 D Stock Option (Right to Buy) 2022-10-07 4 A 0 15669 37.04 A Common Stock 15659 15659 D Stock Option (Right to Buy) 2022-10-07 4 A 0 14174 37.04 A Common Stock 14174 14174 D Performance Stock Unit 4 2022-10-07 4 A 0 34558 0.00 A Common Stock 34558 34558 D Performance Stock Unit 5 2022-10-07 4 A 0 26998 0.00 A Common Stock 26998 26998 D The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions at prices ranging from $31.655 to $31.7877, inclusive. The reporting person undertakes to provide to Dave & Buster's Entertainment, Inc., any security holder of Dave & Buster's Entertainment, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares bought at each separate price within the range set forth in footnote (1) to this Form 4. Vests in equal installments on October 7, 2023, 2024, 2025, 2026 and 2027. This grant is subject to a condition whereby the Reporting Person is required to purchase $525,000 (the "Maximum Amount") in the Registrants common stock, par value $0.01 per share (the "Common Stock") during an open trading window on or before January 13, 2023 (or the next available open trading window if the preceding trading windows are closed), hold such purchased Common Stock when the related options vest subject to a decline in the amount of required holding by 20% upon the vesting of each annual installment. In the event Reporting Person fails to comply with the purchasing vesting condition, they will forfeit an amount of the options proportionate to any shortfall from such Maximum Amount to a minimum threshold of $200,000 after which all of the options will be forfeited. Subject to the forgoing conditions, the options vest in equal installments on October 7, 2023, 2024, 2025, 2026 and 2027. Represents the Target Achievable performance-based restricted stock units ("PSUs") for the five-year performance period from October 7, 2022 through October 7, 2027. The number of PSUs earned will equal to the Target Achievable PSUs if the Companys Common Stock share price is greater than or equal to $74.08 based on the volume-weighted average price for the sixty (60) consecutive trading days ending on October 7, 2027 ("Target Price"). Early vesting may occur upon achievement of the Target Price prior to October 7, 2027. Upon the 1st early achievement of the Target Price, 25% of the PSUs will vest 1 year after such date; 25% of the PSUs will vest on 2 years after such date; and 50% of the PSUs ("Remaining PSUs") will vest on October 7, 2027. Upon the 2nd early achievement of the Target Price, 50% of the Remaining PSUs will vest 1 year after such date; and 50% of the Remaining PSUs will vest on 2 years after such date. No early vesting shall occur later than October 7, 2027. Represents the Target Achievable performance-based restricted stock units ("PSUs") for the five-year performance period from October 7, 2022 through October 7, 2027. The number of PSUs earned will equal to the Target Achievable PSUs if the Companys Common Stock share price is greater than or equal to $111.12; based on the volume-weighted average price for the sixty (60) consecutive trading days ending on October 7, 2027 ("Target Price"). Early vesting may occur upon achievement of the Target Price prior to October 7, 2027. Upon the 1st early achievement of the Target Price, 25% of the PSUs will vest 1 year after such date; 25% of the PSUs will vest on 2 years after such date; and 50% of the PSUs ("Remaining PSUs") will vest on October 7, 2027. Upon the 2nd early achievement of the Target Price, 50% of the Remaining PSUs will vest 1 year after such date; and 50% of the Remaining PSUs will vest on 2 years after such date. No early vesting shall occur later than October 7, 2027. Sherri M. Smith, Attorney-in-Fact 2022-10-11