0000950170-24-044892.txt : 20240416 0000950170-24-044892.hdr.sgml : 20240416 20240416181255 ACCESSION NUMBER: 0000950170-24-044892 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240412 FILED AS OF DATE: 20240416 DATE AS OF CHANGE: 20240416 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SEIFFER JONATHAN A CENTRAL INDEX KEY: 0001243592 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32349 FILM NUMBER: 24848961 MAIL ADDRESS: STREET 1: 11111SANTA MONICA BLVD STREET 2: STE 2000 CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SIGNET JEWELERS LTD CENTRAL INDEX KEY: 0000832988 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-JEWELRY STORES [5944] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 000000000 FISCAL YEAR END: 0201 BUSINESS ADDRESS: STREET 1: CLARENDON HOUSE STREET 2: 2 CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM11 BUSINESS PHONE: 44-207-317-9700 MAIL ADDRESS: STREET 1: C/O 15 GOLDEN SQUARE CITY: LONDON STATE: X0 ZIP: W1F9JG FORMER COMPANY: FORMER CONFORMED NAME: SIGNET GROUP PLC DATE OF NAME CHANGE: 19931213 FORMER COMPANY: FORMER CONFORMED NAME: RATNERS GROUP PLC DATE OF NAME CHANGE: 19931213 4 1 ownership.xml 4 X0508 4 2024-04-12 0000832988 SIGNET JEWELERS LTD SIG 0001243592 SEIFFER JONATHAN A 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 true false false false false Common Shares, par value $0.18 23046 D Series A Convertible Preference Shares 79.7410 2024-04-12 4 S false 312500 99.34 D Common Shares 4118567 312500 I See footnote Represents Common Shares owned by Mr. Seiffer and held for the benefit of Leonard Green & Partners, L.P. ("LGP"), and includes 2,467 restricted stock units, which are subject to certain vesting and forfeiture provisions. Series A Convertible Preference Shares, par value $0.01 per share ("Series A Preference Shares"). The Series A Preference Shares have a stated value of $1,050.94 per share and are convertible into Common Shares of the issuer at a current conversion price of $79.7410 per share at a conversion ratio of 12.5406 Common Shares per Series A Preference Share. The conversion ratio is subject to certain anti-dilution and other adjustments and is subject to change. Since the acquisition of the Series A Preference Shares, the conversion rate has been adjusted as a result of these anti-dilution adjustments. In accordance with the terms of the Amended Certificate of Designation for the Series A Preference Shares, the Green Equity Investors VI, L.P. ("GEI VI"), Green Equity Investors Side VI, L.P. ("GEI Side VI"), LGP Associates VI-A LLC ("Associates VI-A"), and LGP Associates VI-B LLC ("Associates VI-B") delivered a notice of conversion of 312,500 Series A Preference Shares to the Issuer. The Issuer repurchased the 312,500 Series A Preference Shares from GEI VI, GEI Side VI, Associates VI-A, and Associates VI-B for the volume weighted average share price of the date of the transaction signing, or $99.34. Of the 312,500 Series A Preference Shares repurchased by the Issuer, 193,761 were repurchased from GEI VI, 115,482 were repurchased from GEI Side VI, 235 were repurchased from Associates VI-A, and 3,022 were repurchased from Associates VI-B. Immediately. The Series A Preference Shares do not have an expiration date. GEI VI, GEI Side VI, Associates VI-A, and Associates VI-B are the direct owners of the shares reported herein. Of the shares reported on this row, GEI VI is the direct owner of 193,761 Series A Preference Shares which are convertible into 2,553,657 Common Shares, GEI Side VI is the direct owner of 115,481 Series A Preference Shares which are convertible into 1,521,972 Common Shares, Associates VI-A is the direct owner of 235 Series A Preference Shares which are convertible into 3,097 Common Shares, and Associates VI-B is the direct owner of 3,023 Series A Preference Shares which are convertible into 39,841 Common Shares. Mr. Seiffer directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of the shares owned by GEI VI, GEI Side VI, Associates VI-A and Associates VI-B. Mr. Seiffer disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. /s/ Andrew C. Goldberg, attorney-in-fact 2024-04-16