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BNED

Barnes & Noble Education, Inc.

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5624
SEC CIK
0001634117
Parsed reports
425

Last 12 months

Inside the activity.

0 purchase rows · 11 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202602
Apr 202600
May 202600
Jun 202600
Jul 202607
Aug 202600
Sep 202602
Oct 202600

Latest available

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
September 26, 2019 Filed Sep 30, 2019 16:54 UTC
Magill JoAnnSVP, Human Resources
Tax withholdingCommon Stock 2,482 $3.15 $7,818.30
Disclosure

SEC source: 0001634117-19-000118 · wf-form4_156987686546786.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 158,749

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:53 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 3,839 $3.15 $12,092.85
Disclosure

SEC source: 0001634117-19-000114 · wf-form4_156987676774124.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 146,434

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:53 UTC Tax withholdingCommon Stock 3,267 $3.15 $10,291.05
Disclosure

SEC source: 0001634117-19-000116 · wf-form4_156987681636722.xml · nonDerivative · entry 1

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 228,290

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 20:51 UTC GrantCommon Stock 38,096 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000110 · wf-form4_156987666446895.xml · nonDerivative · entry 1

Golden David G · CIK 0001497696 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 127,729

F1 · shares: Grant of restricted shares vesting on September 26, 2020.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:52 UTC GrantCommon Stock 38,096 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000112 · wf-form4_156987671730560.xml · nonDerivative · entry 1

THORNTON JERRY SUE · CIK 0001183301 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,893

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2020; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

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September 26, 2019 Filed Sep 30, 2019 16:54 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Tax withholdingCommon Stock 25,113 $3.15 $79,105.95
Disclosure

SEC source: 0001634117-19-000117 · wf-form4_156987684067746.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,626,572

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:51 UTC
RYAN JOHN RDirector
GrantCommon Stock 38,096 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000111 · wf-form4_156987669131752.xml · nonDerivative · entry 1

RYAN JOHN R · CIK 0001243319 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 124,342

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2020; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:52 UTC GrantCommon Stock 38,096 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000113 · wf-form4_156987674213831.xml · nonDerivative · entry 1

WILSON DAVID A · CIK 0001242919 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 127,730

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2020; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 16:55 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 9,146 $3.15 $28,809.90
Disclosure

SEC source: 0001634117-19-000119 · wf-form4_156987689597411.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 405,133

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 20:50 UTC
CHIU EMILY CDirector
GrantCommon Stock 38,096 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000108 · wf-form4_156987661560557.xml · nonDerivative · entry 1

CHIU EMILY C · CIK 0001744684 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 59,602

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest on September 26, 2020; however, the reporting person has elected to defer settlement and receipt of such shares until the date specified in the applicable deferral election.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 20:53 UTC
Brover BarryEVP, Operations & BNC
Tax withholdingCommon Stock 7,904 $3.15 $24,897.60
Disclosure

SEC source: 0001634117-19-000115 · wf-form4_156987679175184.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 392,312

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 20:55 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
Tax withholdingCommon Stock 9,418 $3.15 $29,666.70
Disclosure

SEC source: 0001634117-19-000120 · wf-form4_156987692099592.xml · nonDerivative · entry 1

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 208,779

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 26, 2019 Filed Sep 30, 2019 20:56 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 3,216 $3.15 $10,130.40
Disclosure

SEC source: 0001634117-19-000121 · wf-form4_156987694540206.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 128,616

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 24, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 225,000 $3.28 $738,495.00
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 7

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,861,580

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 23, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 63,334 $3.21 $203,574.48
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 6

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,636,580

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 23, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 99,665 $3.16 $314,662.34
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 5

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,573,246

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 20, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 200,000 $3.13 $625,700.00
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 4

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,473,581

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 16:46 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 2,519 $3.20 $8,060.80
Disclosure

SEC source: 0001634117-19-000083 · wf-form4_156927154955937.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 150,273

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 16:46 UTC
Magill JoAnnSVP, Human Resources
Tax withholdingCommon Stock 2,035 $3.20 $6,512.00
Disclosure

SEC source: 0001634117-19-000084 · wf-form4_156927156934174.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 161,231

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 16:47 UTC Tax withholdingCommon Stock 2,412 $3.20 $7,718.40
Disclosure

SEC source: 0001634117-19-000088 · wf-form4_156927165840498.xml · nonDerivative · entry 1

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 231,557

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 16:48 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Tax withholdingCommon Stock 45,884 $3.20 $146,828.80
Disclosure

SEC source: 0001634117-19-000090 · wf-form4_156927170451932.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,651,685

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 16:46 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 7,234 $3.20 $23,148.80
Disclosure

SEC source: 0001634117-19-000085 · wf-form4_156927158933925.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 414,279

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 20:48 UTC
Brover BarryEVP, Operations & BNC
Tax withholdingCommon Stock 7,294 $3.20 $23,340.80
Disclosure

SEC source: 0001634117-19-000089 · wf-form4_156927167783554.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 400,216

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 20:47 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 2,226 $3.20 $7,123.20
Disclosure

SEC source: 0001634117-19-000087 · wf-form4_156927163219806.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 131,832

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 20:47 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
Tax withholdingCommon Stock 9,733 $3.20 $31,145.60
Disclosure

SEC source: 0001634117-19-000086 · wf-form4_156927161122759.xml · nonDerivative · entry 2

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 218,197

F2 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 19, 2019 Filed Sep 23, 2019 20:47 UTC
MILLER MICHAEL CONNOLLYEVP, Corp Strat & Gen Counsel
SaleCommon Stock 10,000 $3.22 $32,200.00
Disclosure

SEC source: 0001634117-19-000086 · wf-form4_156927161122759.xml · nonDerivative · entry 1

MILLER MICHAEL CONNOLLY · CIK 0001643505 · EVP, Corp Strat & Gen Counsel

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 227,930

F1 · price: Represents the weighted average price of multiple transactions with prices of $3.12 and $3.30 made pursuant to a 10b5-1 automatic trading plan that provides for periodic sales for purposes of liquidity and diversification. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.

Read SEC document
September 19, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 210,217 $3.23 $679,063.98
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 3

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,273,581

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 18, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 150,000 $3.21 $481,980.00
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 2

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,063,364

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 18, 2019 Filed Sep 24, 2019 23:45 UTC
Wallace Rory10% owner
PurchaseCommon Stock, par value $0.01 per share 125,000 $3.17 $396,525.00
Disclosure

SEC source: 0000919574-19-006012 · ownership.xml · nonDerivative · entry 1

Outerbridge Master Fund LP · CIK 0001789260 · 10% owner

Outerbridge Capital Management LLC · CIK 0001781377 · 10% owner

Outerbridge GP, LLC · CIK 0001789131 · 10% owner

Wallace Rory · CIK 0001789229 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,913,364

F1 · ownership.direct: The Common Stock, par value $0.01 per share reported herein ("Common Stock") is held in the account of Outerbridge Master Fund LP (the "Fund"), a private investment fund managed by Outerbridge Capital Management, LLC (the "Investment Manager"), and may be deemed to be beneficially owned by the Investment Manager, the general partner of the Fund, Outerbridge GP, LLC (the "General Partner"), and by Rory Wallace, managing member of the General Partner and the Investment Manager. Each of the Fund, the Investment Manager, the General Partner and Rory Wallace (collectively, the "Reporting Persons") disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Read SEC document
September 16, 2019 Filed Sep 18, 2019 16:46 UTC
Culver StephenSVP, Chief Information Officer
Tax withholdingCommon Stock 4,001 $4.02 $16,084.02
Disclosure

SEC source: 0001634117-19-000069 · wf-form4_156883959156940.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 152,792

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 16, 2019 Filed Sep 18, 2019 16:47 UTC
Magill JoAnnSVP, Human Resources
Tax withholdingCommon Stock 2,587 $4.02 $10,399.74
Disclosure

SEC source: 0001634117-19-000072 · wf-form4_156883965186612.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 163,266

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 16, 2019 Filed Sep 18, 2019 16:47 UTC Tax withholdingCommon Stock 3,065 $4.02 $12,321.30
Disclosure

SEC source: 0001634117-19-000070 · wf-form4_156883961462428.xml · nonDerivative · entry 1

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,969

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

Read SEC document
September 16, 2019 Filed Sep 18, 2019 16:47 UTC
HUSEBY MICHAELDirector · Chairman and CEO
Tax withholdingCommon Stock 18,933 $4.02 $76,110.66
Disclosure

SEC source: 0001634117-19-000071 · wf-form4_156883963300414.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,697,569

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2019 Filed Sep 18, 2019 20:46 UTC
Brover BarryEVP, Operations & BNC
Tax withholdingCommon Stock 4,414 $4.02 $17,744.28
Disclosure

SEC source: 0001634117-19-000068 · wf-form4_156883957176036.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 407,510

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2019 Filed Sep 18, 2019 16:48 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
Tax withholdingCommon Stock 3,722 $4.02 $14,962.44
Disclosure

SEC source: 0001634117-19-000073 · wf-form4_156883967230939.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 421,513

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 16, 2019 Filed Sep 18, 2019 20:48 UTC
Paul SeemaSVP, Chief Accounting Officer
Tax withholdingCommon Stock 2,829 $4.02 $11,372.58
Disclosure

SEC source: 0001634117-19-000074 · wf-form4_156883969131886.xml · nonDerivative · entry 1

Paul Seema · CIK 0001651858 · SVP, Chief Accounting Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 134,058

F1 · shares: Shares withheld by the Issuer on vesting of restricted stock units (payable solely in common stock of the Issuer on each vesting date) to cover applicable withholding taxes.

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September 12, 2019 Filed Sep 13, 2019 16:47 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
SaleCommon Stock 21,000 $4.48 $94,080.00
Disclosure

SEC source: 0001581718-19-000005 · wf-form4_156840763173473.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 425,235

F1 · price: Represents the weighted average price of multiple transactions with a range of prices between $4.47 and $4.52 per share. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.

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June 27, 2019 Filed Jun 27, 2019 16:55 UTC
HUSEBY MICHAELDirector · Chairman and CEO
PurchaseCommon Stock 25,000 $3.60 $90,000.00
Disclosure

SEC source: 0001634117-19-000049 · wf-form4_156166892948118.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,716,502

F1 · price: Represents the weighted average price of multiple transactions with prices between $3.57 and $3.61 per share. The Reporting Person, upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, undertakes to provide further information regarding the number of securities purchased at each separate price.

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June 19, 2019 Filed Jun 21, 2019 16:45 UTC
Culver StephenSVP, Chief Information Officer
GrantCommon Stock 23,809 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000032 · wf-form4_156114989852305.xml · nonDerivative · entry 2

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 156,793

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 16:45 UTC
Culver StephenSVP, Chief Information Officer
GrantCommon Stock 23,809 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000032 · wf-form4_156114989852305.xml · nonDerivative · entry 1

Culver Stephen · CIK 0001649048 · SVP, Chief Information Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 132,984

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

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June 19, 2019 Filed Jun 21, 2019 16:47 UTC
Magill JoAnnSVP, Human Resources
GrantCommon Stock 23,809 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000035 · wf-form4_156115005533906.xml · nonDerivative · entry 2

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 165,853

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 16:47 UTC
Magill JoAnnSVP, Human Resources
GrantCommon Stock 23,809 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000035 · wf-form4_156115005533906.xml · nonDerivative · entry 1

Magill JoAnn · CIK 0001649060 · SVP, Human Resources

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 142,044

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
June 19, 2019 Filed Jun 21, 2019 16:45 UTC GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000033 · wf-form4_156114992627214.xml · nonDerivative · entry 2

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 237,034

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 16:45 UTC GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000033 · wf-form4_156114992627214.xml · nonDerivative · entry 1

Donohue Thomas D. · CIK 0001649062 · EVP, CFO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 184,654

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

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June 19, 2019 Filed Jun 21, 2019 16:47 UTC
HUSEBY MICHAELDirector · Chairman and CEO
GrantCommon Stock 314,285 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000034 · wf-form4_156115000849922.xml · nonDerivative · entry 2

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,691,502

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 16:47 UTC
HUSEBY MICHAELDirector · Chairman and CEO
GrantCommon Stock 314,285 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000034 · wf-form4_156115000849922.xml · nonDerivative · entry 1

HUSEBY MICHAEL · CIK 0001274572 · Director · Chairman and CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,377,217

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
June 19, 2019 Filed Jun 21, 2019 20:44 UTC
Brover BarryEVP, Operations & BNC
GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000031 · wf-form4_156114982779377.xml · nonDerivative · entry 2

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 411,924

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

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June 19, 2019 Filed Jun 21, 2019 20:44 UTC
Brover BarryEVP, Operations & BNC
GrantCommon Stock 52,380 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000031 · wf-form4_156114982779377.xml · nonDerivative · entry 1

Brover Barry · CIK 0001648265 · EVP, Operations & BNC

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 359,544

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

Read SEC document
June 19, 2019 Filed Jun 21, 2019 16:48 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
GrantCommon Stock 61,904 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000036 · wf-form4_156115012142208.xml · nonDerivative · entry 2

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 446,235

F2 · shares: Grant of Performance Units, which are earned based on a combination of the Company's performance over the performance period as measured by absolute total shareholder return reflected by the BNED Common Stock price (50% of the Performance Units) and BNED Adjusted EBITDA (50% of the Performance Units). The performance period is the two year period beginning April 28, 2019 and ending on May 1, 2021. Earned Performance Units will be converted to shares of Company Common Stock on a one-for-one basis after the expiration of an additional one year holding period. Unearned Performance Units and earned Performance Units that have not satisfied the one-year holding period will be forfeited.

Read SEC document
June 19, 2019 Filed Jun 21, 2019 16:48 UTC
Malhotra KanujEVP, Corp Dev; Pres, DSS
GrantCommon Stock 61,904 $0.00 $0.00
Disclosure

SEC source: 0001634117-19-000036 · wf-form4_156115012142208.xml · nonDerivative · entry 1

Malhotra Kanuj · CIK 0001581718 · EVP, Corp Dev; Pres, DSS

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 384,331

F1 · shares: Grant of restricted stock units (RSUs). Each RSU represents the contingent right to receive one share of common stock, par value $0.01, of the Company. The RSUs vest and will be settled in three equal installments on each of June 19, 2020, June 19, 2021 and June 19, 2022, or in each case, if such date is not a business day, the business day immediately following such date.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.