0000921895-16-004686.txt : 20160525 0000921895-16-004686.hdr.sgml : 20160525 20160525213609 ACCESSION NUMBER: 0000921895-16-004686 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160523 FILED AS OF DATE: 20160525 DATE AS OF CHANGE: 20160525 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANCE AUTO PARTS INC CENTRAL INDEX KEY: 0001158449 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 542049910 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 BUSINESS ADDRESS: STREET 1: 5008 AIRPORT RD CITY: ROANOKE STATE: VA ZIP: 24012 BUSINESS PHONE: 5403624911 MAIL ADDRESS: STREET 1: 5008 AIRPORT RD CITY: ROANOKE STATE: VA ZIP: 24012 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Smith Jeffrey C CENTRAL INDEX KEY: 0001362697 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16797 FILM NUMBER: 161676102 MAIL ADDRESS: STREET 1: 777 THIRD AVENUE, 18TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 4 1 form406297165_05252016.xml OWNERSHIP DOCUMENT X0306 4 2016-05-23 0 0001158449 ADVANCE AUTO PARTS INC AAP 0001362697 Smith Jeffrey C 777 THIRD AVENUE, 18TH FLOOR NEW YORK NY 10017 1 0 0 0 Common Stock, $0.0001 Par Value 2016-05-23 4 A 0 857 A 1271 D Common Stock, $0.0001 Par Value 2016-05-25 4 P 0 65910 152.73 A 533785 I By Starboard Value and Opportunity Master Fund Ltd Common Stock, $0.0001 Par Value 2016-05-25 4 P 0 84090 152.73 A 524195 I By Starboard Leaders India LLC Common Stock, $0.0001 Par Value 115900 I By Starboard Value and Opportunity S LLC Common Stock, $0.0001 Par Value 63549 I By Starboard Value and Opportunity C LP Common Stock, $0.0001 Par Value 281794 I By Starboard T Fund LP Common Stock, $0.0001 Par Value 186206 I By Starboard Leaders Select I LP Common Stock, $0.0001 Par Value 151947 I By Managed Account of Starboard Value LP Cash-Settled Total Return Swap 186.0826 2016-05-25 4 S 1 20920 D 2016-09-16 Common Stock, $0.0001 Par Value 0 0 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 185.109 2016-05-25 4 S 1 7260 D 2016-09-22 Common Stock, $0.0001 Par Value 0 0 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 185.6166 2016-05-25 4 S 1 9930 D 2016-09-22 Common Stock, $0.0001 Par Value 0 0 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 180.2404 2016-05-25 4 S 1 27800 D 2016-09-26 Common Stock, $0.0001 Par Value 17200 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 187.7751 2016-05-25 4 S 1 50000 D 2016-09-22 Common Stock, $0.0001 Par Value 0 0 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 186.9712 2016-05-25 4 S 1 25000 D 2016-09-23 Common Stock, $0.0001 Par Value 0 0 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 186.0826 2016-05-25 4 S 1 9090 D 2016-09-16 Common Stock, $0.0001 Par Value 204990 1 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 173.7322 2016-09-15 Common Stock, $0.0001 Par Value 122040 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 172.3898 2016-09-15 Common Stock, $0.0001 Par Value 57960 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 170.4512 2016-09-15 Common Stock, $0.0001 Par Value 18000 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 170.7716 2016-09-15 Common Stock, $0.0001 Par Value 50324 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 174.5785 2016-09-29 Common Stock, $0.0001 Par Value 36000 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 170.979 2016-09-29 Common Stock, $0.0001 Par Value 18000 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 172.8276 2016-10-06 Common Stock, $0.0001 Par Value 32000 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 171.8116 2016-10-07 Common Stock, $0.0001 Par Value 18300 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 171.94 2016-11-02 Common Stock, $0.0001 Par Value 15171 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 171.105 2016-11-03 Common Stock, $0.0001 Par Value 9423 1 I By Starboard Value and Opportunity Master Fund Ltd Cash-Settled Total Return Swap 185.6166 2016-09-22 Common Stock, $0.0001 Par Value 140070 1 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 185.109 2016-09-22 Common Stock, $0.0001 Par Value 67740 1 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 175.34 2016-10-13 Common Stock, $0.0001 Par Value 25000 1 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 171.94 2016-11-02 Common Stock, $0.0001 Par Value 24829 1 I By Starboard Leaders India LLC Cash-Settled Total Return Swap 171.105 2016-11-03 Common Stock, $0.0001 Par Value 40577 1 I By Starboard Leaders India LLC Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities owned directly by Starboard T Fund LP ("Starboard T LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard T LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard T LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities owned directly by Starboard Leaders Select I LP ("Starboard Leaders Select I"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Leaders Select I, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Leaders Select I for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities owned directly by Starboard Leaders India LLC ("Starboard India LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard India LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities owned directly by Starboard India LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Securities held in an account managed by Starboard Value LP (the "Managed Account"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Managed Account for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Represents the reference price associated with the applicable Swap Agreement. Each of Starboard V&O Fund and Starboard India LLC has entered into certain cash-settled total return swap agreements (the "Swap Agreements") with an unaffiliated third party financial institution, which provide each of Starboard V&O Fund and Starboard India LLC with economic exposure to an aggregate of 394,418 notional shares and 503,206 notional shares, respectively. The Swap Agreements provide each of Starboard V&O Fund and Starboard India LLC with economic results that are comparable to the economic results of ownership but do not provide each of Starboard V&O Fund and Starboard India LLC with the power to vote or direct the voting or dispose of or direct the disposition of the shares of common stock that are the subject of the Swap Agreements (the "Subject Shares"). The Reporting Person expressly disclaims beneficial ownership of the Subject Shares except to the extent of his pecuniary interest therein. These deferred stock units, which will be converted to shares of the Issuer's common stock at the time of distribution, were awarded under the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives. These shares will vest on May 1, 2017 and will be distributed on a pro-rata basis if board service ends prior to the vesting date. Otherwise, these shares will be distributed to the Reporting Person at the end of the director's board service. /s/ Jeffrey C. Smith 2016-05-25