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Filing Details

Accession Number:: 0000003545-18-000084
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-10-05 15:02:03
Reporting Period:: 2018-10-03

Accepted Time:: 2018-10-05 15:02:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
3545	Alico Inc	ALCO	Agricultural Production-Crops (100)	590906081

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1297619	W Remy Trafelet	C/O Trafelet Brokaw Capital Management, 410 Park Avenue, 17Th Floor New York NY 10022	President & Ceo	Yes	Yes	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
Alico, Inc., Common Stock, Par Value $1.00	Disposition	2018-10-03	524,795	$34.00	3,180,662	No	4	S	Indirect	By 734 Investors, LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	By 734 Investors, LLC

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Alico, Inc., Common Stock, Par Value $1.00	350,972	Indirect	By RCF 2014
Alico, Inc., Common Stock, Par Value $1.00	270,882	Indirect	By Delta Offshore Master II, LTD
Alico, Inc., Common Stock, Par Value $1.00	20,000	Indirect	By George R. Brokaw
Alico, Inc., Common Stock, Par Value $1.00	372,701	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Alico, Inc., Common Stock	Option to Purchase Common Stock	$33.60	2018-09-07	2026-12-31	210,000	510,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2026-12-31	210,000	510,000	Direct

Footnotes

Represents sale of shares to Issuer pursuant to an issuer tender offer exempt under Rule 16b-3. On Oct. 4, 2018, Issuer announced that Issuer's tender offer expired at the end of day on Oct. 3, 2018 and was oversubscribed and that the preliminary proration factor, which may be modified, was approximately 14.16%. The number of shares shown as sold is based on application of this preliminary proration factor. The final number of shares to be purchased pursuant to Issuer's tender offer by applying the final proration factor will be announced following the completion of such determinations by the depositary. Upon such final announcement, if the actual number of shares purchased by Issuer that are to be reported by the Reporting Person is different from what is reported in this filing, the Reporting Person will file an amendment to the Form 4 reporting the updated number of shares sold in the tender offer and the updated remaining number of beneficially owned thereafter.
Represents shares owned by 734 Investors, LLC. 734 Agriculture, LLC is the managing member of 734 Investor, LLC. The Reporting Person and George R. Brokaw are members of 734 Agriculture, LLC. The Reporting Person disclaims beneficial ownership of the Issuer's Common Stock held by 734 Investors, LLC except to the extent of his pecuniary interest therein.
These shares were issued as earn out consideration in connection with the Company's acquisition of 734 Citrus Holdings, LLC ("Silver Nip"). Mr. Trafelet exercises investment control over securities held by RCF Legacy 2014 LLC.
Delta Offshore Master II, LTD (the "Fund") owns 270,882 shares of the Company's Common Stock. Trafelet Brokaw Capital Management, L.P. ("TBCM") serves as investment manager to the Fund, and in such capacity, exercises voting and investment control over securities held for the accounts of the Fund. Trafelet & Company, LLC (TC") serves as the general partner of TBCM. Mr. Trafelet is the managing member of TC and may be deemed to have indirect beneficial ownership for the shares reported herein. Mr. Trafelet disclaims beneficial ownership for the Company's Common Stock held by the Fund except to the extent of his pecuniary interest therein.
George R. Brokaw has entered into an agreement with 734 Investors, LLC to vote his shares as directed by 734 Investors, LLC. The Reporting Person disclaims beneficial ownership of the company's common Stock held by George R. Brokaw except to the extent of its pecuniary interest therein.
Represents options granted under the Stock Incentive Plan of 2015. The Option Grants will vest as follows: (i) 25% of the options will vest if the price of the Company's common stock during a consecutive 20-trading period if such price exceeds $35.00; (ii) 25% of the options will vest during a consecutive 20-trading period if such price exceeds $40.00; (iii) 25% of the options will vest during a consecutive 20-trading period if such price exceeds $45.00; and (iv) 25% of the options will vest during a consecutive 20-trading period if such price exceeds $50.00.