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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | $ 0 (1) | 10/15/2012 | A | 1,702 | (2) | 10/15/2022 | GMCR Common Stock | 1,702 | $ 0 | 1,702 | D | ||||
| GMCR NQ Stock Options | $ 22.03 | 10/15/2012 | A | 10,013 | (3) | 10/15/2022 | GMCR Common Stock | 10,013 | (4) | 10,013 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| TOUTANT SYLVAIN 33 COFFEE LANE WATERBURY, VT 05676 |
President, GMCR Canada | |||
| /s/ Valerie Jennings pursuant to a Power of Attorney | 10/17/2012 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each restricted stock unit represents a contingent right to receive one share of GMCR Common stock. The price of a share of the company's stock on the date of grant was $22.03. |
| (2) | The restricted stock units vest in three annual installments, 25% vest the first installment, 25% vest the second installment, and 50% vest the third installment. The first installment vesting on 10/15/2013. |
| (3) | Options vest in four equal annual installments, with the first installment vesting on 10/15/2013, the first anniversary of the grant date. |
| (4) | 1 for 1 |