FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
El Pollo Loco Holdings, Inc. [ LOCO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/08/2019 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/08/2019 | A | 43,592(1) | A | $0 | 211,864(2) | D | |||
Common Stock | 05/09/2019 | F | 8,853(3) | D | $11.74 | 203,011(4) | D | |||
Common Stock | 05/09/2019 | F | 11,946(5) | D | $11.74 | 191,065(6) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Non-Qualified Stock Options | $11.47 | 05/08/2019 | A | 85,472 | (7) | 05/08/2029 | Common Stock | 85,472 | $0 | 85,472 | D |
Explanation of Responses: |
1. Consists of restricted shares granted under the 2018 Omnibus Equity Incentive Plan, vesting in four equal installments on each of the first four anniversaries of the date of grant. |
2. Includes 96,156 time-vested restricted stock units and 72,116 performance stock units, each of which may be settled on a 1-for-1 basis, only in shares of common stock, and 43,592 shares of common stock. |
3. Shares withheld to satisfy tax withholding obligation applicable to the vesting of 24,039 stock-settled restricted stock units. |
4. Includes 72,117 time-vested restricted stock units and 72,116 performance stock units, each of which may be settled on a 1-for-1 basis, only in shares of common stock, and 58,778 shares of common stock. |
5. Shares withheld to satisfy tax withholding obligation applicable to the vesting of 36,058 stock-settled performance stock units. |
6. Includes 72,117 time-vested restricted stock units and 36,058 performance stock units, each of which may be settled on a 1-for-1 basis, only in shares of common stock, and 82,890 shares of common stock. |
7. Granted by a nonqualified stock option agreement under the 2018 Omnibus Equity Incentive Plan, vesting and becoming exercisable in four equal installments on each of the first four anniversaries of thedate of grant. |
Remarks: |
/s/ Edith R. Austin, as attorney-in-fact | 05/10/2019 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |