Bed, Bath and Beyond 2015 Annual Report Download - page 61

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(3) Information regarding FMR LLC was obtained from a Schedule 13G filed with the SEC on February 12, 2016 by FMR LLC. The Schedule
13G states that FMR LLC has sole voting power of 1,627,216 shares of common stock and sole dispositive power of 10,224,916 shares of
common stock. The address of FMR LLC is 245 Summer Street, Boston, MA 02210.
(4) Information regarding Brown Brothers Harriman & Co. was obtained from a Schedule 13G filed with the SEC on February 16, 2016 by
Brown Brothers Harriman & Co. The Schedule 13G states that Brown Brothers Harriman & Co. has sole voting power and sole dispositive
power of 2,657,816 shares of common stock, shared voting power of 6,165,557 shares of common stock, and shared dispositive power of
7,271,692 shares of common stock. The address of Brown Brothers Harriman & Co. is 140 Broadway, New York, NY 10005.
(5) Information regarding State Street Corporation was obtained from a Schedule 13G filed with the SEC on February 12, 2016 by State
Street Corporation. The Schedule 13G states that State Street Corporation has shared voting power and shared dispositive power of
8,620,466 shares of common stock. The address of State Street Corporation is One Lincoln Street, Boston, MA 02111.
(6) The shares shown as being owned by Mr. Eisenberg include: (a) 518,204 owned by Mr. Eisenberg individually; (b) 122,003 shares
issuable pursuant to stock options granted to Mr. Eisenberg that are exercisable or become exercisable within 60 days; (c) 500,000
shares owned by a foundation of which Mr. Eisenberg and his family members are trustees and officers; (d) 869,855 shares owned by
trusts for the benefit of Mr. Eisenberg and his family members; (e) 26,947 shares of restricted stock; and (f) 6,015 shares underlying PSUs
that are expected to vest within 60 days. Mr. Eisenberg has sole voting power with respect to the shares held by him individually and in
trust for which he is the trustee but disclaims beneficial ownership of any of the shares not owned by him individually and in trust for which
he is not the trustee.
(7) The shares shown as being owned by Mr. Feinstein include: (a) 900,218 shares owned by Mr. Feinstein individually; (b) 122,003 shares
issuable pursuant to stock options granted to Mr. Feinstein that are exercisable or become exercisable within 60 days; (c) 350,000 shares
owned by a foundation of which Mr. Feinstein and his family members are directors and officers; (d) 156,483 shares held by trusts for the
benefit of Mr. Feinstein’s family members; (e) 341,240 shares owned by his spouse; (f) 26,947 shares of restricted stock; and (g) 6,015
shares underlying PSUs that are expected to vest within 60 days. Mr. Feinstein has sole voting power with respect to the shares held by
him individually and in trust for which he is the trustee but disclaims beneficial ownership of any of the shares not owned by him
individually and in trust for which he is not the trustee.
(8) The shares shown as being owned by Mr. Temares include: (a) 412,615 shares owned by Mr. Temares individually; (b) 1,520,705 shares
issuable pursuant to stock options granted to Mr. Temares that are exercisable or become exercisable within 60 days; (c) 187,144 shares
issuable pursuant to stock options that are exercisable held by a family limited partnership, of which Mr. Temares and his spouse are the
sole general partners, and of which Mr. Temares and his spouse serve as limited partners together with trusts for the benefit of
Mr. Temares, his spouse and his children; (d) 14,286 shares owned by the above described family limited partnership; (e) 5,000 shares
owned by a family limited partnership established by Mr. Temares’ mother; (f) 111,472 shares of restricted stock; and (g) 38,949 shares
underlying PSUs that are expected to vest within 60 days. Mr. Temares has sole voting power with respect to the shares held by him
individually and the above described family limited partnership but disclaims beneficial ownership of the shares owned by the family
limited partnership established by Mr. Temares’ mother.
(9) The shares shown as being owned by Mr. Stark include: (a) 85,018 shares owned by Mr. Stark individually; (b) 125,176 shares issuable
pursuant to stock options granted to Mr. Stark that are exercisable or become exercisable within 60 days; (c) 59,614 shares of restricted
stock; and (d) 6,216 shares underlying PSUs that are expected to vest within 60 days.
(10) The shares shown as being owned by Mr. Castagna include: (a) 74,277 shares owned by Mr. Castagna individually; (b) 135,406 shares
issuable pursuant to stock options granted to Mr. Castagna that are exercisable or become exercisable within 60 days; (c) 50,126 shares
of restricted stock; and (d) 6,216 shares underlying PSUs that are expected to vest within 60 days.
(11) The shares shown as being owned by Ms. Lattmann include: (a) 15,186 shares owned by Ms. Lattmann individually; (b) 9,185 shares
issuable pursuant to stock options granted to Ms. Lattmann that are exercisable or become exercisable within 60 days; (c) 11,392 shares
of restricted stock; and (d) 3,007 shares underlying PSUs that are expected to vest within 60 days.
(12) The shares shown as being owned by Mr. Fiorilli include: (a) 67,300 shares owned by Mr. Fiorilli individually; (b) 160,907 shares issuable
pursuant to stock options granted to Mr. Fiorilli that are exercisable or become exercisable within 60 days; (c) 47,916 shares of restricted
stock; and (d) 5,213 shares underlying PSUs that are expected to vest within 60 days.
Section 16(a) Beneficial Ownership Reporting Compliance
The members of our Board of Directors, our executive officers and persons who hold more than 10% of our outstanding
common stock are subject to the reporting requirements of Section 16(a) of the Exchange Act, which requires them to file
reports with respect to their ownership of our common stock and their transactions in such common stock. Based solely upon a
review of the copies of Section 16(a) reports that we have received from such persons or entities for transactions in our
common stock and their common stock holdings for fiscal 2015, we believe that all reporting requirements under Section 16(a)
for such fiscal year were met in a timely manner by our directors and executive officers.
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