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Filing Details

Accession Number:: 0000899243-15-008634
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-11-20 17:34:10
Reporting Period:: 2015-11-18

Filing Date:: 2015-11-20
Accepted Time:: 2015-11-20 17:34:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1611647	Freshpet Inc.	FRPT	Grain Mill Products (2040)	201884894

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1268105	Edward J Virtue	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1268106	Ltd Capital Ultramar	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1268107	Spc Associates Midocean	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1372837	P L Iii Partners Midocean	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1372838	P L Iii-A Partners Midocean	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1372839	P L Iii-D Partners Midocean	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No
1628540	Midocean Us Advisor, L.p.	C/O Midocean Partners 320 Park Ave, Suite 1600 New York NY 10022	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2015-11-18	210,750	$6.26	7,151,750	No	4	P	Indirect	See footnotes
Common Stock	Acquisiton	2015-11-19	98,070	$6.33	7,249,820	No	4	P	Indirect	See footnotes
Common Stock	Acquisiton	2015-11-20	35,000	$6.85	7,284,820	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes
No	4	P	Indirect	See footnotes
No	4	P	Indirect	See footnotes

Footnotes

The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.12 to $6.30. The reporting person undertakes to provide to Freshpet, Inc., any security holders of Freshpet, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each price within the range set forth in Footnotes (1), (2) and (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.25 to $6.40.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.695 to $6.950.
Following the transactions reported on this Form 4, 4,503,859 shares of Common Stock are held by MidOcean Partners III, L.P., 2,394,425 shares of Common Stock are held by MidOcean Partners III-A, L.P. and 384,036 shares of Common Stock are held by MidOcean Partners III-D, L.P. (collectively, the "MidOcean Entities"). MidOcean Associates, SPC by and on behalf of its Segregated Portfolio, MidOcean Partners Segregated Portfolio III ("Associates") is the General Partner of each of the MidOcean Entities. MidOcean US Advisor, L.P. ("US Advisor") provides investment advisory services to each of the MidOcean Entities and Associates, and holds 2,500 shares of restricted Common Stock that were awarded to US Advisor under the Issuer's 2014 Omnibus Incentive Plan for director services provided by Jonathan Marlow,
(Continued from footnote 4) an employee of US Advisor, and vest on the first anniversary of the grant date, subject to the continued service of Jonathan Marlow (or another appointee of MidOcean Partners) on the Board of Directors of the Issuer at such date. J. Edward Virtue indirectly controls the shares of common stock held by the MidOcean Entities and the restricted Common Stock held by US Advisor. Accordingly, Associates, US Advisor and Mr. Virtue may be deemed to have beneficial ownership of the shares of common stock held by the MidOcean Entities and Mr. Virtue may be deemed to have beneficial ownership of the shares of restricted Common Stock held by US Advisor.
(Continued from footnote 5) Each of Associates, US Advisor and Mr. Virtue disclaim beneficial ownership of the shares owned of record by any other person or entity except to the extent of their pecuniary interest therein.