0001181431-12-038905.txt : 20120702
0001181431-12-038905.hdr.sgml : 20120702
20120702170317
ACCESSION NUMBER: 0001181431-12-038905
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120629
FILED AS OF DATE: 20120702
DATE AS OF CHANGE: 20120702
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Genender Mark R
CENTRAL INDEX KEY: 0001519554
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-14970
FILM NUMBER: 12941079
MAIL ADDRESS:
STREET 1: 75 EAST
STREET 2: 1700 SOUTH
CITY: PROVO
STATE: UT
ZIP: 84606
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: COST PLUS INC/CA/
CENTRAL INDEX KEY: 0000798955
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOME FURNITURE, FURNISHINGS & EQUIPMENT STORES [5700]
IRS NUMBER: 941067973
STATE OF INCORPORATION: CA
FISCAL YEAR END: 0129
BUSINESS ADDRESS:
STREET 1: 200 FOURTH STREET OAKLAND
STREET 2: SEE ADDRESS LISTED ABOVE
CITY: OAKLAND
STATE: CA
ZIP: 94607
BUSINESS PHONE: 5108937300
MAIL ADDRESS:
STREET 1: 200 FOURTH STREET OAKLAND
STREET 2: SEE ADDRESS LISTED ABOVE
CITY: OAKLAND
STATE: CA
ZIP: 94607
4
1
rrd349905.xml
GENENDER CASH OUT OF SECURITIES JUNE 2012
X0306
4
2012-06-29
1
0000798955
COST PLUS INC/CA/
CPWM
0001519554
Genender Mark R
C/O RED MOUNTAIN CAPITAL PARTNERS LLC
10100 SANTA MONICA BOULEVARD, SUITE 925
LOS ANGELES
CA
90067
1
0
0
0
Deferred Stock Units (awarded 08/03/2011)
2012-06-29
4
D
0
8333
0
D
Common Stock
8333
0
D
Deferred Stock Units (awarded 03/26/2012)
2012-06-29
4
D
0
2727
0
D
Common Stock
2727
0
D
Each deferred stock unit represents a contingent right to receive one share of Cost Plus, Inc. common stock.
Pursuant to the Agreement and Plan of Merger, dated as of May 8, 2012, by and among Bed Bath & Beyond Inc., a New York corporation ("BBBY"), Blue Coral Acquisition Corp., a California corporation and a direct wholly owned subsidiary of BBBY ("Purchaser") and Cost Plus, Inc. (the "Company"), all deferred stock units held by the reporting person were canceled in connection with the merger of Purchaser with and into the Company, effective June 29, 2012, in exchange for the right to receive cash equal to the number of units multiplied by the per share purchase price of $22.00.
The deferred stock units will vest in full on the one year anniversary date of the grant. Vested shares will be delivered to the reporting person either upon the one year anniversary of the date of grant or within thirty days of the earlier of (i) any settlement date irrevocably elected by the reporting person, (ii) the date the reporting person is no longer serving as a director of Cost Plus, Inc. and (iii) the date of a merger or asset sale which is a "change of control" (as defined in Section 409A of the Internal Revenue Code of 1986, as amended).
/s/ Mark R. Genender
2012-07-02