Form 4 Hicks Ken C

4 - Statement of changes in beneficial ownership of securities

Published: 2015-02-17 16:42:49
Submitted: 2015-02-17
Period Ending In: 2015-02-13
edgar.html PRIMARY DOCUMENT


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SEC FORM 4

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HICKS KEN C

(Last) (First) (Middle)
FOOT LOCKER, INC.
112 WEST 34TH STREET

(Street)
NEW YORK, NY 10120

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FOOT LOCKER INC [ FL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/13/2015 M(1) 26,667 A $30.92 543,677 D
Common Stock 02/13/2015 M(1) 13,333 A $34.24 557,010 D
Common Stock 02/13/2015 S(1) 40,000 D $53.8133(2) 517,010 D
Common Stock 251.526 I 401(k) Plan
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $30.92 02/13/2015 M(1) 26,667 03/21/2013(3) 03/21/2022 Common Stock 26,667 $0 273,333 D
Employee Stock Option (right to buy) $34.24 02/13/2015 M(1) 13,333 03/28/2014(4) 03/28/2023 Common Stock 13,333 $0 186,667 D
Explanation of Responses:
1. The stock option exercise and sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 30, 2014.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $53.25 to 54.19, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. Option granted on March 21, 2012 and became exercisable in three equal annual installments, beginning March 21, 2013, which is the first anniversary of the date of grant.
4. Option granted on March 28, 2013 and became exercisable in three equal installments, beginning March 28, 2014, which is the first anniversary of the date of grant.
Remarks:
Sheilagh M. Clarke, Attorney-in-Fact for Ken C. Hicks 02/17/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
1
edgar.xml PRIMARY DOCUMENT
Schema Version:
X0306
Document Type:
4
Period Of Report:
2015-02-13

Issuer

Issuer Cik
0000850209
Issuer Name
FOOT LOCKER INC
Issuer Trading Symbol
FL

Reporting Owner

Reporting Owner Id

Rpt Owner Cik
0001175746
Rpt Owner Name
HICKS KEN C

Reporting Owner Address

Rpt Owner Street1
FOOT LOCKER, INC.
Rpt Owner Street2
112 WEST 34TH STREET
Rpt Owner City
NEW YORK,
Rpt Owner State
NY
Rpt Owner Zip Code
10120

Reporting Owner Relationship

Is Director
1
Is Officer
1
Is Ten Percent Owner
0
Is Other
0
Officer Title
Executive Chairman

Non Derivative Table

Non Derivative Transaction

Security Title
Common Stock
Transaction Date
2015-02-13

Transaction Coding

Transaction Form Type
4
Transaction Code
M
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
26667
Transaction Price Per Share
30.92
Transaction Acquired Disposed Code
A
Shares Owned Following Transaction
543677

Ownership Nature

Direct Or Indirect Ownership
D
Security Title
Common Stock
Transaction Date
2015-02-13

Transaction Coding

Transaction Form Type
4
Transaction Code
M
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
13333
Transaction Price Per Share
34.24
Transaction Acquired Disposed Code
A
Shares Owned Following Transaction
557010

Ownership Nature

Direct Or Indirect Ownership
D
Security Title
Common Stock
Transaction Date
2015-02-13

Transaction Coding

Transaction Form Type
4
Transaction Code
S
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
40000

Transaction Price Per Share

Value
53.8133
@attributes Id
F2
Transaction Acquired Disposed Code
D
Shares Owned Following Transaction
517010

Ownership Nature

Direct Or Indirect Ownership
D

Non Derivative Holding

Security Title
Common Stock
Shares Owned Following Transaction
251.526

Ownership Nature

Direct Or Indirect Ownership
I
Nature Of Ownership
401(k) Plan

Derivative Transaction

Security Title
Employee Stock Option (right to buy)
Conversion Or Exercise Price
30.92
Transaction Date
2015-02-13

Transaction Coding

Transaction Form Type
4
Transaction Code
M
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
26667
Transaction Price Per Share
0
Transaction Acquired Disposed Code
D

Exercise Date

Value
2013-03-21
@attributes Id
F3
Expiration Date
2022-03-21

Underlying Security

Underlying Security Title
Common Stock
Underlying Security Shares
26667
Shares Owned Following Transaction
273333

Ownership Nature

Direct Or Indirect Ownership
D
Security Title
Employee Stock Option (right to buy)
Conversion Or Exercise Price
34.24
Transaction Date
2015-02-13

Transaction Coding

Transaction Form Type
4
Transaction Code
M
Equity Swap Involved
0
@attributes Id
F1

Transaction Amounts

Transaction Shares
13333
Transaction Price Per Share
0
Transaction Acquired Disposed Code
D

Exercise Date

Value
2014-03-28
@attributes Id
F4
Expiration Date
2023-03-28

Underlying Security

Underlying Security Title
Common Stock
Underlying Security Shares
13333
Shares Owned Following Transaction
186667

Ownership Nature

Direct Or Indirect Ownership
D

Footnote

0
The stock option exercise and sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 30, 2014.
1
The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $53.25 to 54.19, inclusive. The reporting person undertakes to provide to the Company, any security holder of the Company, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2
Option granted on March 21, 2012 and became exercisable in three equal annual installments, beginning March 21, 2013, which is the first anniversary of the date of grant.
3
Option granted on March 28, 2013 and became exercisable in three equal installments, beginning March 28, 2014, which is the first anniversary of the date of grant.

Owner Signature

Signature Name
Sheilagh M. Clarke, Attorney-in-Fact for Ken C. Hicks
Signature Date
2015-02-17
Additional Files
FileSequenceDescriptionTypeSize
0001240151-15-000012.txt   Complete submission text file   13941
$FL

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