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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brentwood Private Equity IV, LLC 11150 SANTA MONICA BLVD SUITE 1200 LOS ANGELES, CA 90025 |
X | |||
Brentwood Private Equity IV, L.P. 11150 SANTA MONICA BLVD SUITE 1200 LOS ANGELES, CA 90025 |
X | |||
Brentwood Associates Private Equity IV LP 11150 SANTA MONICA BLVD STE 1200 LOS ANGELES, CA 90025 |
X | |||
Aggarwal Rahul C/O ZOE'S KICHEN INC. 5700 GRANITE PKWY GRANITE PARK BLDG #2, SUITE 455 PLANO, TX 75024 |
X | X | ||
BARNUM WILLIAM M JR ZI 1677 AMALFI DR PACIFIC PALISADES, CA 90272 |
X | X | ||
Choe Anthony C/O ZOE'S KITCHEN INC. 5700 GRANITE PKWY GRANITE PARK BLDG #2, SUITE 455 PLANO, TX 75024 |
X | X |
/s/ Anthony Choe as Attorney-in-Fact for Brentwood Private Equity IV, LLC | 04/15/2014 | |
**Signature of Reporting Person | Date | |
/s/ Anthony Choe as Attorney-in-Fact for Brentwood Private Equity IV, L.P. | 04/15/2014 | |
**Signature of Reporting Person | Date | |
/s/ Anthony Choe as Attorney-in-Fact for Brentwood Associates Private Equity IV, L.P. | 04/15/2014 | |
**Signature of Reporting Person | Date | |
/s/ Anthony Choe as Attorney-in-Fact for Rahul Aggarwal | 04/15/2014 | |
**Signature of Reporting Person | Date | |
/s/ Anthony Choe as Attorney-in-Fact for William Barnum, Jr. | 04/15/2014 | |
**Signature of Reporting Person | Date | |
/s/ Anthony Choe | 04/15/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Zoe's Investors, LLC has ceased to hold any common stock as a result of the distribution of all common stock held by Zoe's Investors, LLC to its members (including Brentwood Associates Private Equity IV, L.P.) in accordance with the units held by each member and pursuant to the terms of Zoe's Investors, LLC's Limited Liability Company Agreement, as amended. Brentwood Associates Private Equity IV, L.P., Brentwood Private Equity IV, L.P. and Brentwood Private Equity IV, LLC no longer have any beneficial interest in the shares held by Zoe's Investors, LLC prior to the distribution. |
(2) | In addition to Brentwood Associates Private Equity IV, L.P., this Form 4 is being filed jointly by Brentwood Private Equity IV, L.P., Brentwood Private Equity IV, LLC, Anthony Choe, William Barnum Jr. and Rahul Aggarwal. |
(3) | Brentwood Associates Private Equity IV, L.P. had received pursuant to the distribution described in footnote (2) 8,703,317 shares, and now owns these shares directly. Brentwood Associates Private Equity IV, L.P. is controlled by its general partner, Brentwood Private Equity IV, L.P., which is in turn controlled by its general partner, Brentwood Private Equity IV, LLC, which is in turn controlled by its five managing members, namely William Barnum, Jr., Anthony Choe, Roger Goddu, Steven W. Moore and Eric G. Reiter. No individual holds a majority of the voting power in either of the general partners. |