FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/24/2013 |
3. Issuer Name and Ticker or Trading Symbol
GNC HOLDINGS, INC. [ GNC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Class A common stock, par value $0.001 ("Common Stock") | 5,434(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (right to buy) | (2) | 10/26/2018 | Common Stock | 22,500(2) | $25.1 | D | |
Stock Option (right to buy) | (3) | 11/05/2019 | Common Stock | 4,452(3) | $36.16 | D |
Explanation of Responses: |
1. Represents grants of restricted stock as follows (1) 2,669 shares of restricted stock granted October 26, 2011 pursuant to the GNC Holdings, Inc. 2011 Stock and Incentive Plan (the "Restricted Stock"). These shares of restricted stock vest as follows: 20% on the third anniversary of 10/26/2011; 30% on the fourth anniversary of 10/26/2011; and 50% on the fifth anniversary of 10/26/2011; and (2) 2,765 shares of restricted stock units granted November 5, 2012, each of which represents a contingent right to receive one share of the Common Stock. These restricted stock units vest in three equal installments on November 5, 2013, 2014 and 2015. |
2. The option vests in five equal installments on October 26, 2012, 2013, 2014, 2015 and 2016. |
3. The option vests in four equal installments on November 5, 2013, 2014, 2015 and 2016. |
/s/ Gavin O' Connor, by power of attorney | 01/24/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |