0001179110-21-003116.txt : 20210309 0001179110-21-003116.hdr.sgml : 20210309 20210309161302 ACCESSION NUMBER: 0001179110-21-003116 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210305 FILED AS OF DATE: 20210309 DATE AS OF CHANGE: 20210309 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KAHN BRIAN RANDALL CENTRAL INDEX KEY: 0001455976 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35588 FILM NUMBER: 21725909 MAIL ADDRESS: STREET 1: 5506 WORSHAM COURT CITY: WINDERMERE STATE: FL ZIP: 34786 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Franchise Group, Inc. CENTRAL INDEX KEY: 0001528930 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 273561876 STATE OF INCORPORATION: DE FISCAL YEAR END: 1228 BUSINESS ADDRESS: STREET 1: 1716 CORPORATE LANDING PARKWAY CITY: VIRGINIA BEACH STATE: VA ZIP: 23454 BUSINESS PHONE: 757-493-8855 MAIL ADDRESS: STREET 1: 1716 CORPORATE LANDING PARKWAY CITY: VIRGINIA BEACH STATE: VA ZIP: 23454 FORMER COMPANY: FORMER CONFORMED NAME: Liberty Tax, Inc. DATE OF NAME CHANGE: 20140714 FORMER COMPANY: FORMER CONFORMED NAME: JTH Holding, Inc. DATE OF NAME CHANGE: 20110830 4 1 edgar.xml FORM 4 - X0306 4 2021-03-05 0 0001528930 Franchise Group, Inc. FRG 0001455976 KAHN BRIAN RANDALL 1716 CORPORATE LANDING PARKWAY VIRGINIA BEACH VA 23454 1 1 1 0 Chief Executive Officer Common Stock 2021-03-05 4 M 0 20162 A 347693 D Common Stock 2021-03-05 4 F 0 4905 34.43 D 342788 D Restricted Stock Units 2021-03-05 4 M 0 20162 0 D Common Stock 20162 0 D Performance Restricted Stock Units 2021-03-05 4 A 0 42421 0 A Common Stock 42421 42421 D Restricted Stock Units 2021-03-05 4 A 0 42421 0 A Common Stock 42421 42421 D Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. The restricted stock unit award was granted on March 5, 2020 and vested in full on March 5, 2021. Represents the conversion upon vesting of restricted stock units into Common Stock. On March 5, 2020, the reporting person was granted 20,162 restricted stock units, of which all of the shares subject to the restricted stock units vested on March 5, 2021. Such restricted stock units were previously reported in Table II on the Form 4 filed with the Securities and Exchange Commission on March 9, 2020. Reflects 4905 shares withheld by Issuer at market price of $34.43 per share to fund the payment of taxes for the conversion. Each performance restricted stock unit ("PRSU") represents a contingent right to receive one share, par value $0.01 per share of Issuer's common stock ("Common Stock"). The maximum number of PRSUs is presented in the table. The resulting number of shares acquired upon vesting of the PRSU is measured based upon the achievement of certain performance metrics tied to adjusted EBITDA and free cash flow, as determined by the Compensation Committee at the time of grant, over a three-year performance period commencing on January 1, 2021 and ending on December 31, 2023 (the "Performance Period"). Vesting of the target level PRSUs will accelerate upon death or disability in an amount equal to the proportion of days in the Performance Period worked. Vesting of the target PRSUs may also accelerate in certain circumstances if there is a change in control of the Issuer during the Performance Period. The restricted stock units shall become fully vested on March 5, 2024, provided that the reporting person is in the employ of the Issuer at the time of such vesting. Brian R. Kahn 2021-03-09