Initial Statement of Beneficial Ownership (3)
09 February 2016 - 9:59AM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Kent Jay
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2. Date of Event Requiring Statement (MM/DD/YYYY)
1/28/2016
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3. Issuer Name
and
Ticker or Trading Symbol
GNC HOLDINGS, INC. [GNC]
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(Last)
(First)
(Middle)
C/O GNC HOLDINGS, INC., 300 SIXTH AVENUE
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
SVP, Trans., Dist. & Manuf /
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(Street)
PITTSBURGH, PA 15222
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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12868
(1)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (right to buy)
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(2)
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11/5/2019
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Common Stock
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15000.0
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$36.16
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D
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Explanation of Responses:
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(
1)
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Includes 2,875 shares held in individual retirement accounts controlled by the reporting person. Also includes 7,122 shares of restricted stock, 50% of which vest in three equal installments on each February 18, 2016, 2017 and 2018, and 50% of which vest (subject to adjustment) on December 31, 2017 if the Issuer satisfies certain pre-determined performance criteria.
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(
2)
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Mr. Kent received an award on November 5, 2012 (the "Grant Date") consisting of options to purchase 20,000 shares of the issuer's common stock at an exercise price of $36.16, subject to vesting in equal increments on each of the first four anniversaries of the Grant Date, of which 10,000 remain vested and exercisable and 5,000 will vest on November 5, 2015, provided that Mr. Kent remains employed by the issuer on such date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Kent Jay
C/O GNC HOLDINGS, INC.
300 SIXTH AVENUE
PITTSBURGH, PA 15222
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SVP, Trans., Dist. & Manuf
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Signatures
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/s/ Amanda J. Skov, Attorney-in-fact
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2/8/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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