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Engaged Capital Co-Invest V, LP

Disclosed activity across 1 company

Tapewire entity
164111
SEC CIK
0001688224

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2018-08-22. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common StockSEC Table I · non-derivativeIndirectBy: Engaged Capital Flagship Master Fund, LP1,286,153 Reported balance After 2018-08-20 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2018-08-20 · Sale · Disposed 1,233,816 · Balance 1,286,153

F1: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F2: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Common StockSEC Table I · non-derivativeIndirectBy: Engaged Capital Co-Invest V, LP1,379,881 Reported balance After 2018-08-20 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2018-08-20 · Sale · Disposed 1,323,730 · Balance 1,379,881

F1: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F3: Securities owned directly by Engaged Capital Co-Invest V. As the general partner and investment adviser of Engaged Capital Co-Invest V, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V.

Common StockSEC Table I · non-derivativeIndirectBy: Engaged Capital Co-Invest V-A, LP1,730,278 Reported balance After 2018-08-20 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2018-08-20 · Sale · Disposed 1,659,870 · Balance 1,730,278

F1: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Common StockSEC Table I · non-derivativeIndirectBy: Managed Account of Engaged Capital, LLC137,297 Reported balance After 2018-08-20 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2018-08-20 · Sale · Disposed 232,584 · Balance 137,297

F1: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F5: Securities held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the securities held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities held in the Engaged Capital Account. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities held in the Engaged Capital Account.

Filing footnotes · ownership attribution and instrument terms

F1: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F2: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

F3: Securities owned directly by Engaged Capital Co-Invest V. As the general partner and investment adviser of Engaged Capital Co-Invest V, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V.

F4: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

F5: Securities held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the securities held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities held in the Engaged Capital Account. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities held in the Engaged Capital Account.

Transaction history

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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 dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
August 20, 2018 Filed Aug 22, 2018 20:18 UTC UPBOUND GROUP, INC. RCII · Entity 599 SaleCommon Stock 232,584 $14.67 $3,412,007.28
Disclosure

SEC source: 0000921895-18-002452 · form409455023_08222018.xml · nonDerivative · entry 4

Engaged Capital LLC · CIK 0001559771 · See Footnote 1

Engaged Capital Holdings, LLC · CIK 0001580769 · See Footnote 1

Welling Glenn W. · CIK 0001580771 · See Footnote 1

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Managed Account of Engaged Capital, LLC

Disclosed balance after: 137,297

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F5 · ownership.nature: Securities held in an account separately managed by Engaged Capital (the "Engaged Capital Account"). Engaged Capital, as the investment adviser of the Engaged Capital Account, may be deemed to beneficially own the securities held in the Engaged Capital Account. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities held in the Engaged Capital Account. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities held in the Engaged Capital Account.

Read SEC document
August 20, 2018 Filed Aug 22, 2018 20:18 UTC UPBOUND GROUP, INC. RCII · Entity 599 SaleCommon Stock 1,659,870 $14.67 $24,350,292.90
Disclosure

SEC source: 0000921895-18-002452 · form409455023_08222018.xml · nonDerivative · entry 3

Engaged Capital LLC · CIK 0001559771 · See Footnote 1

Engaged Capital Holdings, LLC · CIK 0001580769 · See Footnote 1

Welling Glenn W. · CIK 0001580771 · See Footnote 1

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 1,730,278

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
August 20, 2018 Filed Aug 22, 2018 20:18 UTC UPBOUND GROUP, INC. RCII · Entity 599 SaleCommon Stock 1,323,730 $14.67 $19,419,119.10
Disclosure

SEC source: 0000921895-18-002452 · form409455023_08222018.xml · nonDerivative · entry 2

Engaged Capital LLC · CIK 0001559771 · See Footnote 1

Engaged Capital Holdings, LLC · CIK 0001580769 · See Footnote 1

Welling Glenn W. · CIK 0001580771 · See Footnote 1

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V, LP

Disclosed balance after: 1,379,881

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F3 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V. As the general partner and investment adviser of Engaged Capital Co-Invest V, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V.

Read SEC document
August 20, 2018 Filed Aug 22, 2018 20:18 UTC UPBOUND GROUP, INC. RCII · Entity 599 SaleCommon Stock 1,233,816 $14.67 $18,100,080.72
Disclosure

SEC source: 0000921895-18-002452 · form409455023_08222018.xml · nonDerivative · entry 1

Engaged Capital LLC · CIK 0001559771 · See Footnote 1

Engaged Capital Holdings, LLC · CIK 0001580769 · See Footnote 1

Welling Glenn W. · CIK 0001580771 · See Footnote 1

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 1,286,153

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that previously collectively beneficially owned more than 10% of the Issuer's outstanding shares of Common Stock prior to the transactions reported herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 330,000 Not disclosed Strike: $8.90 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 21

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 330,000 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 441,037 Not disclosed Strike: $7.91 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 20

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 441,037 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 264,079 Not disclosed Strike: $8.21 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 19

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 264,079 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 136,079 Not disclosed Strike: $8.33 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 18

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 136,079 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 382,591 Not disclosed Strike: $8.32 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 17

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 382,591 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCash-Settled Total Return Swap · Derivative 370,702 Not disclosed Strike: $8.19 Not disclosed
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · derivative · entry 16

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 0

Underlying: Common Stock · 370,702 shares

Expires not disclosed

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F6 · price: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · price: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.exercise_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.exercise_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F6 · derivative.expiration_date: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · derivative.expiration_date: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 330,000 $10.41 $3,436,917.00
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 12

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 330,000 $8.90 $2,935,977.00
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 11

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,849,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 441,037 $10.41 $4,593,356.25
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 10

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 441,037 $7.91 $3,488,249.84
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 9

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,961,006

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 264,079 $10.41 $2,750,356.38
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 8

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 264,079 $8.21 $2,169,276.95
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 7

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,784,048

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 136,079 $10.41 $1,417,249.18
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 6

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 136,079 $8.33 $1,133,524.46
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 5

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,656,048

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 382,591 $10.41 $3,984,647.01
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 4

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 382,591 $8.32 $3,183,654.49
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 3

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,902,560

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 370,702 $10.41 $3,860,824.26
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 2

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,519,969

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
February 08, 2018 Filed Feb 9, 2018 22:29 UTC UPBOUND GROUP, INC. RCII · Entity 599 OtherCommon Stock 370,702 $8.19 $3,036,753.71
Disclosure

SEC source: 0000921895-18-000485 · form409455023_02092018.xml · nonDerivative · entry 1

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Flagship Master Fund, LP

Disclosed balance after: 2,890,671

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F6 · kind: Upon the maturity of certain cash-settled total return swap agreements with a maturity date of January 23, 2018 (the "Swap Agreements") by and between Engaged Capital Flagship Master and an unaffiliated third party financial institution (the "Third Party"), on January 23, 2018, the Third Party began the process of unwinding the Swap Agreements in accordance with their terms and on February 8, 2018, the Third Party settled the Swap Agreements and paid to Engaged Capital Flagship Master the difference between the value of the Issuer's Common Stock at the time of settlement for each of the 1,924,488 notional shares subject to the Swap Agreements and (i) the $8.1919 per share reference price for each of the 370,702 shares referenced in one set of Swap Agreements, (ii) the $8.3213 per share reference price for each of the 382,591 shares referenced in another set of Swap Agreements, (Continued In Footnote 7)

F7 · kind: (Continued From Footnote 6) (iii) the $8.3299 per share reference price for each of the 136,079 shares referenced in another set of Swap Agreements, (iv) the $8.2145 per share reference price for each of the 264,079 shares referenced in another set of Swap Agreements, (v) the $7.9092 per share reference price for each of the 441,037 shares referenced in another set of Swap Agreements and (vi) the $8.8969 per share reference price for each of the 330,000 shares referenced in the last set of Swap Agreements.

F8 · kind: The termination of the Swap Agreements and the reported purchases of Common Stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.

F2 · ownership.nature: Securities owned directly by Engaged Capital Flagship Master. As feeder funds of Engaged Capital Flagship Master, each of Engaged Capital Fund and Engaged Capital Offshore may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. As the general partner and investment adviser of Engaged Capital Flagship Master, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Flagship Master.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 40,000 $8.82 $352,704.00
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 12

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,390,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 35,000 $8.89 $311,006.50
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 11

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,350,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 33,000 $8.82 $291,093.00
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 10

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,315,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 30,000 $8.86 $265,650.00
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 9

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,282,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 50,000 $8.85 $442,390.00
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 8

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,252,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 23, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 45,000 $8.82 $396,882.00
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 7

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,202,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 22, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 45,932 $8.54 $392,410.86
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 6

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,157,148

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 22, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 4,700 $8.64 $40,623.98
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 5

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,111,216

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 22, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 512,697 $8.63 $4,424,472.57
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 4

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 3,106,516

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 21, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 195,000 $8.61 $1,679,437.50
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 3

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 2,593,819

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 21, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 683,100 $8.61 $5,883,745.23
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 2

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 2,398,819

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

Read SEC document
March 21, 2017 Filed Mar 23, 2017 22:26 UTC UPBOUND GROUP, INC. RCII · Entity 599 PurchaseCommon Stock 20,804 $8.55 $177,938.69
Disclosure

SEC source: 0000921895-17-000825 · form409455023_03232017.xml · nonDerivative · entry 1

Engaged Capital LLC · CIK 0001559771 · 10% owner

Engaged Capital Holdings, LLC · CIK 0001580769 · 10% owner

Welling Glenn W. · CIK 0001580771 · 10% owner

Engaged Capital Flagship Master Fund, LP · CIK 0001580761 · See Footnote 1

Engaged Capital Co-Invest V, LP · CIK 0001688224 · See Footnote 1

Engaged Capital Co-Invest V-A, LP · CIK 0001700254 · See Footnote 1

Engaged Capital Flagship Fund, L.P. · CIK 0001559850 · See Footnote 1

Engaged Capital Flagship Fund, Ltd. · CIK 0001619827 · See Footnote 1

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

10b5-1 filing: Not disclosed

Ownership: Indirect · By: Engaged Capital Co-Invest V-A, LP

Disclosed balance after: 1,715,719

F1 · security: This Form 4 is filed jointly by Engaged Capital Flagship Master Fund, LP ("Engaged Capital Flagship Master"), Engaged Capital Co-Invest V, LP ("Engaged Capital Co-Invest V"), Engaged Capital Co-Invest V-A, LP ("Engaged Capital Co-Invest V-A"), Engaged Capital Flagship Fund, LP ("Engaged Capital Fund"), Engaged Capital Flagship Fund, Ltd. ("Engaged Capital Offshore"), Engaged Capital, LLC ("Engaged Capital"), Engaged Capital Holdings, LLC ("Engaged Holdings") and Glenn W. Welling (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

F4 · ownership.nature: Securities owned directly by Engaged Capital Co-Invest V-A. As the general partner and investment adviser of Engaged Capital Co-Invest V-A, Engaged Capital may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Engaged Holdings, as the managing member of Engaged Capital, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A. Mr. Welling, as the Founder and Chief Investment Officer of Engaged Capital and sole member of Engaged Holdings, may be deemed to beneficially own the securities owned directly by Engaged Capital Co-Invest V-A.

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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.