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Filing Details

Accession Number:: 0001418812-19-000042
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-21 18:24:14
Reporting Period:: 2019-06-21

Accepted Time:: 2019-06-21 18:24:14
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1655075	Armstrong Flooring Inc.	AFI	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1351069	Valueact Capital Management, L.p.	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1351073	Valueact Capital Management, Llc	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1418812	Va Partners I, Llc	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1418813	Valueact Holdings Gp, Llc	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1418814	Valueact Holdings, L.p.	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1464912	Valueact Capital Master Fund, L.p.	One Letterman Drive Building D, 4Th Floor San Francisco CA 94129	Yes	No	No	Yes
1763309	Valueact Holdings Ii, L.p.	One Letterman Drive Building D, Fourth Floor San Francisco CA 94129	Yes	No	No	Yes

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	Disposition	2019-06-21	3,399,925	$11.10	1,222,756	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes

Footnotes

The Issuer offered on May 17, 2019 to purchase for cash up to $50,000,000.00 of its Common Stock at a purchase price to be determined according to the terms of the offer (the "Tender Offer"). On June 21, 2019, the Issuer issued a press release announcing the final results of the Tender Offer. On June 21, 2019, ValueAct Master Fund was informed that 3,399,925 shares held by ValueAct Master Fund were accepted by the Issuer at a price of $11.10.
Reflects the transfer to ValueAct Capital Master Fund, L.P. of 7,894 shares, which were previously awarded to Mr. Welch on June 4, 2018 pursuant to the Issuer's Director compensation policy. Under an agreement with ValueAct Capital, Mr. Welch held these shares for the benefit of the limited partners of ValueAct Capital Master Fund, L.P. and as such the vested shares have been transferred.
Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
The securities reported herein are directly beneficially owned by ValueAct Capital Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P. , (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P. , (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the majority owner of the membership interests of VA Partners I, LLC, (v) ValueAct Holdings II, L.P. as the sole owner of the membership interests of ValueAct Capital Management, LLC and as the majority owner of the limited partnership interests of ValueAct Capital Management, L.P., and (vi) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P. and ValueAct Holdings II, L.P.