X0306 4 2017-01-20 1 0000785787 AEP INDUSTRIES INC AEPI 0001277832 DAVIS RICHARD EUGENE 715 CALUSA TRAIL FRANKLIN LAKES NJ 07417 1 0 0 0 Common Stock 2017-01-20 4 D 0 2163 D 4123 D Common Stock 2017-01-20 4 D 0 4123 D 0 D Stock Option (right to buy) 42.60 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Stock Option (right to buy) 27.36 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Stock Option (right to buy) 17.07 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Stock Option (right to buy) 27.00 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Stock Option (right to buy) 28.36 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Stock Option (right to buy) 33.67 2017-01-20 4 D 0 2000 0.00 D Common Stock 2000 0 D Pursuant to the Agreement and Plan of Merger, dated as of August 24, 2016, as amended, by and among AEP Industries Inc. ("AEP"), Berry Plastics Group, Inc. ("Berry") and certain subsidiaries of Berry (the "Merger Agreement"), at the effective time of the mergers, each share of AEP common stock issued and outstanding immediately prior to the effective time of the mergers was converted into the right to receive, at the stockholder's election and subject to proration as set forth in the Merger Agreement, $110.00 in cash or 2.5011 shares of Berry common stock. Pursuant to the Merger Agreement, each restricted stock award that was outstanding immediately prior to the effective time of the mergers fully vested and was cancelled and converted into the right to receive, at the stockholder's election and subject to proration as set forth in the Merger Agreement, $110.00 in cash or 2.5011 shares of Berry common stock. Pursuant to the Merger Agreement, at the effective time of the mergers, each outstanding option, whether vested or unvested, was cancelled in exchange for the right to receive the following: (i) a cash payment equal to the excess of (A) the product of (x) fifty percent (50%) of the cash consideration and (y) the total number of shares of AEP common stock underlying such option over (B) the aggregate exercise price of such option; and (ii) a number of shares of Berry common stock equal to the product of (A) fifty percent (50%) of the stock consideration and (B) the total number of shares of AEP common stock underlying such option. /s/ John F. Hughes, Jr., Attorney-in-fact 2017-01-24