Filing Details

Accession Number:
0001595909-16-000006
Form Type:
4
Zero Holdings:
No
Publication Time:
2016-10-14 17:31:55
Reporting Period:
2016-10-12
Filing Date:
2016-10-14
Accepted Time:
2016-10-14 17:31:55
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
352825 Foster L B Co FSTR Wholesale-Metals Service Centers & Offices (5051) 251324733
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1432744 S Christopher Kiper 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1556313 Bradley Vizi 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1560207 Legion Partners Asset Management, Llc 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1595909 Legion Partners, L.p. I 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1618783 Legion Partners, L.p. Ii 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1661189 Legion Partners Special Opportunities, L.p. Ii 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
1682389 Legion Partners Holdings, Llc 9401 Wilshire Blvd., Suite 705
Beverly Hills CA 90212
Yes No Yes No
1682390 Legion Partners, Llc 9401 Wilshire Blvd., Suite 705
Beverly Hills CA 90212
Yes No Yes No
1682494 T. Raymond White 9401 Wilshire Blvd.
Suite 705
Beverly Hills CA 90212
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2016-10-12 499 $12.00 801,708 No 4 P Indirect Legion Partners, L.P. I
Common Stock Acquisiton 2016-10-13 7,559 $11.99 809,267 No 4 P Indirect Legion Partners, L.P. I
Common Stock Acquisiton 2016-10-14 5,339 $11.98 814,606 No 4 P Indirect Legion Partners, L.P. I
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect Legion Partners, L.P. I
No 4 P Indirect Legion Partners, L.P. I
No 4 P Indirect Legion Partners, L.P. I
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 108,856 Indirect Legion Partners, L.P. II
Common Stock 318,861 Indirect Legion Partners Special Opportunities L.P. II
Common Stock 8,179 Indirect Legion Partners Asset Management, LLC
Common Stock 1,145 Direct
Footnotes
  1. This Form 4 is filed jointly by Legion Partners, L.P. I ("Legion Partners I"), Legion Partners, L.P. II ("Legion Partners II"), Legion Partners Special Opportunities, L.P. II ("Legion Partners Special II"), Legion Partners, LLC ("General Partner"), Legion Partners Asset Management, LLC ("Legion Partners Asset Management"), Legion Partners Holdings, LLC ("Legion Partners Holdings"), Bradley S. Vizi, Christopher S. Kiper and Raymond T. White (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that owns more than 10% of the Issuer's outstanding shares of Common Stock. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  2. Legion Partners I directly owns these shares of common stock ("Common Stock") of L.B. Foster Company (the "Issuer"). General Partner is the general partner of Legion Partners I, Legion Partners Asset Management is the investment advisor of Legion Partners I, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners I.
  3. The transactions reported were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Persons on August 18, 2016. Accordingly, the Reporting Persons had no discretion with regard to the timing of the transactions.
  4. Legion Partners II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners II, Legion Partners Asset Management is the investment advisor of Legion Partners II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners II.
  5. Legion Partners Special II directly owns these shares of Common Stock. General Partner is the general partner of Legion Partners Special II, Legion Partners Asset Management is the investment advisor of Legion Partners Special II, Legion Partners Holdings is the sole member of Legion Partners Asset Management and managing member of General Partner, and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, General Partner, Legion Partners Asset Management, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Special II.
  6. Legion Partners Asset Management directly owns these shares of Common Stock. Legion Partners Holdings is the sole member of Legion Partners Asset Management and each of Messrs. Vizi, Kiper and White are managing directors of Legion Partners Asset Management and managing members of Legion Partners Holdings. As a result of these relationships, Legion Partners Holdings and Messrs. Vizi, Kiper and White may be deemed to have shared voting and dispositive power over the Common Stock owned by Legion Partners Asset Management.
  7. Represents quarterly director cash retainer fees elected to be paid in stock.