X0206 3 2014-07-21 0 0000724571 FREDS INC FRED 0001615221 Barnes Craig 4300 NEW GETWELL ROAD MEMPHIS TN 38118 0 1 0 0 SVP Class A Common Stock 8500 D Options on Class A Common Stock 16.42 2015-07-21 2022-07-21 Class A Common Stock 3500 D Granted 5,000 shares of restricted stock which vests based upon achievement of performance criteria, or after ten years from the date of grant. Also granted 3,500 shares of restricted stock which vests ratably over three year service period. Granted 3,500 stock options, which vest pro rata over a five year period. Jerry Shore by power of attorney 2014-07-30