0001181431-12-041699.txt : 20120723 0001181431-12-041699.hdr.sgml : 20120723 20120723152412 ACCESSION NUMBER: 0001181431-12-041699 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120723 FILED AS OF DATE: 20120723 DATE AS OF CHANGE: 20120723 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zapp John A. CENTRAL INDEX KEY: 0001553359 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35603 FILM NUMBER: 12974336 MAIL ADDRESS: STREET 1: 1623 TOOMEY ROAD CITY: AUSTIN STATE: TX ZIP: 78704 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHUY'S HOLDINGS, INC. CENTRAL INDEX KEY: 0001524931 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 205717694 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1623 TOOMEY ROAD CITY: AUSTIN STATE: TX ZIP: 78704 BUSINESS PHONE: 512-473-2783 MAIL ADDRESS: STREET 1: 1623 TOOMEY ROAD CITY: AUSTIN STATE: TX ZIP: 78704 3 1 rrd351315.xml FORM 3 X0206 3 2012-07-23 0 0001524931 CHUY'S HOLDINGS, INC. CHUY 0001553359 Zapp John A. 1623 TOOMEY ROAD AUSTIN TX 78704 1 0 1 1 Member of 10% Owner Group Series B Preferred Stock Common Stock 834934 I See Footnote Series X Preferred Stock Common Stock 60604 I See Footnote The series B preferred stock of Chuy's Holdings, Inc. (the "Company") will automatically convert on a one-for-one basis into shares of common stock, par value $0.01 per share, of the Company (the "Common Stock") prior to the closing of the Company's initial public offering. Prior to the automatic conversion, a holder may voluntarily convert the series B preferred stock on a one-for-one basis into shares of Common Stock. The series B preferred stock has no expiration date. Represents shares beneficially owned by MY/ZP Equity, LP ("MY/ZP Equity"), an entity in which Mr. Zapp is a limited partner. MY/ZP GP, LLC ("MY/ZP GP") is the sole general partner of MY/ZP Equity. Mr. Zapp is a member of MY/ZP GP and has voting and dispositive power of the shares and may be deemed to indirectly beneficially own the shares. Mr. Zapp disclaims beneficial ownership of the shares held by MY/ZP Equity. The series X preferred stock of the Company will automatically convert on a one-for-one basis into shares of Common Stock prior to the closing of the Company's initial public offering. Prior to the automatic conversion, a holder may voluntarily convert the series X preferred stock on a one-for-one basis into shares of Common Stock. The series X preferred stock has no expiration date. Exhibit List: Exhibit 24 - Power of Attorney /s/ Sharon Russell, attorney-in-fact 2012-07-23 EX-24. 2 rrd315239_356130.htm POWER OF ATTORNEY rrd315239_356130.html 
                               POWER OF ATTORNEY

        Know all by these presents, that the undersigned hereby constitutes and
appoints each of Jon W. Howie, Sharon A. Russell and Susan Kittrell signing
singly, the undersigned's true and lawful attorney-in-fact to:

        (1)     execute for and on behalf of the undersigned, in the
        undersigned's capacity as an officer and/or director of Chuy's Holdings,
        Inc. (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a)
        of the Securities Exchange Act of 1934 and the rules thereunder;

        (2)     do and perform any and all acts for and on behalf of the
        undersigned which may be necessary or desirable to complete and execute
        any such Form 3, 4 or 5, complete and execute any amendment or
        amendments thereto, and timely file such form with the United States
        Securities and Exchange Commission and any stock exchange or similar
        authority; and

        (3)     take any other action of any type whatsoever in connection with
        the foregoing which, in the opinion of such attorney-in-fact, may be of
        benefit to, in the best interest of, or legally required by, the
        undersigned, it being understood that the documents executed by such
        attorney-in-fact on behalf of the undersigned pursuant to this Power of
        Attorney shall be in such form and shall contain such terms and
        conditions as such attorney-in-fact may approve in such
        attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.

        The execution by the undersigned of this Power of Attorney hereby
expressly revokes and terminates any powers of attorney previously granted by
the undersigned relating to Forms 3, 4 and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company. This Power of
Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of June 25, 2012.

                                        /s/ John Zapp
                                        ---------------------------------------
                                        Name: John Zapp