Initial Statement of Beneficial Ownership (3)
July 06 2020 - 6:04PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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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1. Name and Address of Reporting Person
*
LEVENICK ZACHARY |
2. Date of Event Requiring Statement (MM/DD/YYYY)
6/26/2020
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3. Issuer Name and Ticker or Trading Symbol
Barnes & Noble Education, Inc. [BNED]
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(Last)
(First)
(Middle)
840 SOUTH GRAND AVENUE |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) ___X___ Other (specify below)
/ See Explanation of Responses |
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(Street)
PASADENA, CA 91105
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Common Stock, par value $0.01 per share (1) | 2000 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Call Options (right to buy) | (2) | 10/16/2020 | Common Stock | 2500 | $2.50 | D | |
| Call Options (right to buy) | (2) | 10/16/2020 | Common Stock | 1000 | $5.00 | D | |
| Explanation of Responses: |
| (1) | Mr. Levenick may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock. Mr. Levenick disclaims beneficial ownership of the securities of the Issuer owned directly by other members of the Section 13(d) group and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| (2) | Such options are exercisable as of June 26, 2020 and were immediately exercisable upon their acquisition. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
LEVENICK ZACHARY
840 SOUTH GRAND AVENUE
PASADENA, CA 91105 |
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| See Explanation of Responses |
Signatures
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| /s/ Rory Wallace, attorney-in-fact for Zachary Levenick | | 7/6/2020 |
| **Signature of Reporting Person | Date |
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