Sec Form 4 Filing - Mantle Ridge LP @ Aramark - 2020-02-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Mantle Ridge LP
2. Issuer Name and Ticker or Trading Symbol
Aramark [ ARMK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Director by deputization
(Last) (First) (Middle)
712 FIFTH AVENUE, SUITE 17F
3. Date of Earliest Transaction (MM/DD/YY)
02/10/2020
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 20,000 08/15/2019 08/15/2024 Common Stock 20,000 $ 0 ( 5 ) ( 6 ) 1,203,000 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 5,500 08/16/2019 08/16/2024 Common Stock 5,500 $ 0 ( 5 ) ( 6 ) 46,500 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 24,860 07/26/2019 07/26/2024 Common Stock 24,860 $ 0 ( 5 ) ( 6 ) 159,140 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 24,589 07/30/2019 07/30/2024 Common Stock 24,589 $ 0 ( 5 ) ( 6 ) 157,411 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 41,459 07/29/2019 07/29/2024 Common Stock 41,459 $ 0 ( 5 ) ( 6 ) 265,541 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 63,491 07/25/2019 07/25/2024 Common Stock 63,491 $ 0 ( 5 ) ( 6 ) 406,509 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 75,456 07/11/2019 07/11/2024 Common Stock 75,456 $ 0 ( 5 ) ( 6 ) 482,684 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 41,901 07/24/2019 07/24/2024 Common Stock 41,901 $ 0 ( 5 ) ( 6 ) 268,099 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 60,534 07/12/2019 07/12/2024 Common Stock 60,534 $ 0 ( 5 ) ( 6 ) 387,466 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 58,880 07/31/2019 07/31/2024 Common Stock 58,880 $ 0 ( 5 ) ( 6 ) 377,120 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 64,863 07/15/2019 07/15/2024 Common Stock 64,863 $ 0 ( 5 ) ( 6 ) 415,137 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 42,760 07/10/2019 07/10/2024 Common Stock 42,760 $ 0 ( 5 ) ( 6 ) 687,240 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 38,137 07/18/2019 07/18/2024 Common Stock 38,137 $ 0 ( 5 ) ( 6 ) 243,863 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 13,240 07/08/2019 07/08/2024 Common Stock 13,240 $ 0 ( 5 ) ( 6 ) 222,760 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 76,947 07/17/2019 07/17/2024 Common Stock 76,947 $ 0 ( 5 ) ( 6 ) 492,053 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 7,181 07/05/2019 07/05/2024 Common Stock 7,181 $ 0 ( 5 ) ( 6 ) 120,819 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 68,390 07/16/2019 07/16/2024 Common Stock 68,390 $ 0 ( 5 ) ( 6 ) 437,610 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 10,659 07/03/2019 07/03/2024 Common Stock 10,659 $ 0 ( 5 ) ( 6 ) 179,341 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 66,524 07/19/2019 07/19/2024 Common Stock 66,524 $ 0 ( 5 ) ( 6 ) 425,476 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 65,424 08/01/2019 08/01/2024 Common Stock 65,424 $ 0 ( 5 ) ( 6 ) 418,576 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 41.12 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 39,205 07/23/2019 07/23/2024 Common Stock 39,205 $ 0 ( 5 ) ( 6 ) 391,795 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 40.46 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 45,441 10/09/2019 10/09/2024 Common Stock 45,441 $ 0 ( 5 ) ( 6 ) 852,559 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Cash Settled Forward Contracts ( 5 ) ( 6 ) $ 40.46 ( 9 ) 02/10/2020 J/K( 5 )( 6 ) 29,559 07/09/2019 07/09/2024 Common Stock 29,559 $ 0 ( 5 ) ( 6 ) 497,441 I See footnotes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 7 ) ( 8 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mantle Ridge LP
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY10019
Director by deputization
MR BridgeStone Advisor LLC
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY10019
Director by deputization
Hilal Paul C
712 FIFTH AVENUE, SUITE 17F
NEW YORK, NY10019
X
Signatures
MANTLE RIDGE LP, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 02/10/2020
Signature of Reporting Person Date
MR BridgeStone Advisor LLC, By: Mantle Ridge LP, its sole member, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 02/10/2020
Signature of Reporting Person Date
/s/ Paul C. Hilal, Paul C. Hilal 02/10/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In additio n to Mantle Ridge LP, a Delaware limited partnership ("Mantle Ridge"), this Form 4 is being filed jointly by MR BridgeStone Advisor LLC, a Delaware limited liability company ("MR BridgeStone") and Paul C. Hilal, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Mantle Ridge and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities"). All Subject Securities reported on this Form 4 are rounded up to the nearest whole share.
( 2 )MR BridgeStone, a wholly owned subsidiary of Mantle Ridge, advises the accounts of MR BridgeStone Offshore Fund AB Ltd and MR BridgeStone Offshore Fund CA 01 Ltd, each a Cayman Islands exempted company (all such funds and their subsidiaries together, the "Mantle Ridge Funds").
( 3 )MR BridgeStone, as the investment adviser to the Mantle Ridge Funds, and Mantle Ridge, as the sole member of MR BridgeStone, each may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Paul C. Hilal's position as ultimately controlling MR BridgeStone and Mantle Ridge, Paul C. Hilal may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
( 4 )Paul C. Hilal is a member of the board of directors of the Issuer, and as a result, each of the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.
( 5 )Certain of the Mantle Ridge Funds previously entered into certain cash-settled forward transactions (the "Cash Settled Forward Agreements"). Under the terms of the Cash Settled Forward Agreements, such Mantle Ridge Funds are required to pay to the counterparty any decrease in, and have the right to receive from the counterparty any increase in, the market price of the referenced notional number of shares of Common Stock during a period determined in accordance with the Cash Settled Forward Agreement around each valuation date compared with a forward price (which includes a financing charge) agreed by the parties, as adjusted. The forward price is subject to adjustment to account for any cash dividends or distributions declared by the Issuer. Such Mantle Ridge Fund may elect to terminate the Cash Settled Forward Agreement early, in which case the valuation date will occur on such early termination date.
( 6 )(Continued from footnote 5) The Cash Settled Forward Agreements are being partially unwound and the unwind payment was determined based on the difference between the settlement price reported in column 2 and the forward price of the Cash Settled Forward Agreement.
( 7 )The reported transactions relate to a partial unwind of certain Cash Settled Forward Agreements in MR BridgeStone Offshore Fund CA 01 Ltd. They were mandated by a contractual commitment entered into at the time of that entity's funding in the summer of 2019. They collectively represent less than two one hundredths of the Reporting Persons' economic exposure to the Issuer. The transactions were effected solely for the purpose of fulfilling such commitment, and solely to the extent required to satisfy it. The timing of these transactions was determined by the contractual obligation described above, and the Issuer's trading blackout period, which expired on the second trading day after the Issuer's February 4th earnings release. With the completion of the transactions reported herein, such contractual commitment is fully and completely satisfied. This was the only unwind or sale or delevering commitment within the Mantle Ridge Funds. There are no others outstanding.
( 8 )(Continued from footnote 7) The Reporting Persons have no plans to effect additional transactions, though expressly reserve the right to do so.
( 9 )Represents the settlement price associated with the applicable Cash Settled Forward Agreements. Such settlement price is a Volume Weighted Average Price (VWAP) price paid in accordance with the terms of the Cash Settled Forward Agreement.

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