0000016160-18-000080.txt : 20180824 0000016160-18-000080.hdr.sgml : 20180824 20180824093604 ACCESSION NUMBER: 0000016160-18-000080 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180814 FILED AS OF DATE: 20180824 DATE AS OF CHANGE: 20180824 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BAKER ADOLPHUS B CENTRAL INDEX KEY: 0001036241 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-04892 FILM NUMBER: 181035959 MAIL ADDRESS: STREET 1: P. O. BOX 2960 CITY: JACKSON STATE: MS ZIP: 39207 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAL-MAINE FOODS INC CENTRAL INDEX KEY: 0000016160 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - LIVESTOCK & ANIMAL SPECIALTIES [0200] IRS NUMBER: 640500378 STATE OF INCORPORATION: DE FISCAL YEAR END: 0601 BUSINESS ADDRESS: STREET 1: 3320 WOODROW WILSON DRIVE CITY: JACKSON STATE: MS ZIP: 39209 BUSINESS PHONE: 6019486813 MAIL ADDRESS: STREET 1: 3320 WOODROW WILSON DR CITY: JACKSON STATE: MS ZIP: 39209 FORMER COMPANY: FORMER CONFORMED NAME: CAL MAINE FOODS INC DATE OF NAME CHANGE: 19961018 FORMER COMPANY: FORMER CONFORMED NAME: CHICKEN CHEF SYSTEMS INC DATE OF NAME CHANGE: 19710315 4 1 wf-form4_153511774759714.xml FORM 4 X0306 4 2018-08-14 0 0000016160 CAL-MAINE FOODS INC CALM 0001036241 BAKER ADOLPHUS B P.O. BOX 2960 JACKSON MS 39207 1 1 1 0 Chairman, President & CEO Common Stock 2018-08-14 5 J 0 E 96480 0 D 148776 D Class A Common Stock 2018-08-14 5 J 0 E 96480 0 A 1309245 D Class A Common Stock 2018-08-14 5 G 0 E 1309245 0 D 0 D Class A Common Stock 2018-08-14 5 G 0 E 3563 0 D 0 I By wife Class A Common Stock 2018-08-14 5 G 0 E 4800000 0 A 4800000 I By a family LLC Common Stock 2018-08-14 5 G 0 E 6633720 0 A 6633720 I By a family LLC Common Stock 233320 I By wife Common Stock 146199 I By KSOP Common Stock 4813.12 I By wife's KSOP Represents a tax free exchange of shares in conjunction with estate planning. The reporting person disclaims beneficial ownership of all securities held by his wife, Dinnette Adams Baker, directly or indirectly, and this report should not be deemed an admission that the reporting person is the beneficial owner for the purposes of Section 16 or any other purpose. Represents securities transferred to a family-owned limited liability company of which the reporting person is the sole managing member. The reporting person disclaims beneficial ownership of the shares of Class A Common Stock held in the family-owned LLC except to the extent of his pecuniary interest therein, and this report should not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose. Represents securities transferred to a family-owned limited liability company of which the reporting person is the sole managing member. The reporting person disclaims beneficial ownership of all Common Stock held in the family-owned LLC except to the extent of his pecuniary interest therein, and this report should not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose. Represents current allocation under KSOP. As previously described in the Issuer's Proxy Statement filed with the SEC on June 25, 2018 related to its special meeting of stockholders held on July 20, 2018 (the "Special Meeting"), the Reporting Person and certain family members entered into an Amended and Restated Memorandum of Understanding and certain other agreements relating to transactions in the Issuer's securities (the "Transactions") designed to facilitate estate planning for Mr. Adams, the Issuer's founder and Chairman Emeritus. This Form 4 reflects the impact of the Transactions on the Reporting Person's beneficial ownership of the Issuer's securities, which Transactions were consummated effective August 14, 2018 following the approval of charter amendments by the Issuer's stockholders at the Special Meeting. Robert L. Holladay, Jr., on behalf of Adolphus B. Baker, pursuant to a power of attorney 2018-08-24