Sec Form 4 Filing - Lindsay Douglas A @ Aaron's Company, Inc. - 2020-11-30

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
Lindsay Douglas A
2. Issuer Name and Ticker or Trading Symbol
Aaron's Company, Inc. [ AAN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
400 GALLERIA PKWY SE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
11/30/2020
(Street)
ATLANTA, GA30339
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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
Common Stock 11/30/2020 A 166,527 A 166,527 D
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
Stock Options (Right to Buy) $ 6.55 ( 2 ) 11/30/2020 A 63,609 ( 2 ) ( 3 ) 02/01/2026 Stock Options (Right to Buy) 63,609 ( 2 ) $ 6.55 ( 2 ) 63,609 D
Stock Options (Right to Buy) $ 7.86 ( 2 ) 11/30/2020 A 48,978 ( 2 ) ( 4 ) 02/24/2027 Stock Options (Right to Buy) 48,978 ( 2 ) $ 7.86 ( 2 ) 48,978 D
Stock Options (Right to Buy) $ 13.67 ( 2 ) 11/30/2020 A 78,447 ( 2 ) ( 5 ) 03/02/2028 Stock Options (Right to Buy) 78,447 ( 2 ) $ 13.67 ( 2 ) 78,447 D
Stock Options (Right to Buy) $ 15.67 ( 2 ) 11/30/2020 A 60,184 ( 2 ) ( 6 ) 02/21/2029 Stock Options (Right to Buy) 60,184 ( 2 ) $ 15.67 ( 2 ) 60,184 D
Stock Options (Right to Buy) $ 10.06 ( 2 ) 11/30/2020 A 84,466 ( 2 ) ( 7 ) 03/06/2030 Stock Options (Right to Buy) 84,466 ( 2 ) $ 10.06 ( 2 ) 84,466 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lindsay Douglas A
400 GALLERIA PKWY SE, SUITE 300
ATLANTA, GA30339
X Chief Executive Officer
Signatures
/s/ Robert P. Sinclair, by Power of Attorney for Douglas A. Lindsay 12/14/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were received by the Reporting Person in connection with the separation and distribution transaction that was consummated on November 30, 2020, pursuant to which the Issuer was spun-off from its parent company, PROG Holdings, Inc. (formerly known as Aaron's Holdings Company, Inc.), and shareholders of the parent company, including the Reporting Person, received one share of common stock of The Aaron's Company, Inc. for every two shares of common stock of PROG Holdings, Inc. held by that Person. Certain of these shares also were received by the Reporting Person in connection with unvested equity grants in parent stock being converted into unvested equity grants of Issuer stock.
( 2 )In connection with the spin-off of The Aaron's Company, Inc. from PROG Holdings, Inc., each outstanding PROG Holdings, Inc. stock option was converted into an award of options to purchase The Aaron's Company, Inc. common stock. The number of shares and exercise prices of each option award were adjusted in accordance with the Employee Matters Agreement in a manner intended to preserve the aggregate value of the original corresponding PROG Holdings, Inc. stock option.
( 3 )These options vested in equal increments on each of March 15, 2017, 2018, and 2019.
( 4 )These options vested in equal increments on each of March 15, 2018, 2019, and 2020.
( 5 )Two thirds of these options vested in two equal increments on each of March 7, 2019 and 2020. The remaining one third of these options are expected to vest on March 7, 2021, subject to the grant agreement between the Issuer and the Reporting Person.
( 6 )One third of these options vested on March 7, 2020. The remaining two thirds of these options are expected to vest in two equal increments on each of March 7, 2021 and 2022, subject to the grant agreement between the Issuer and the Reporting Person.
( 7 )These options are expected to vest in three equal increments on each of March 7, 2021, 2022 and 2023, subject to the grant agreement between the Issuer and the Reporting Person.

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