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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
8% Series F Cumulative Convertible Pay-In-Kind Preferred | $ 5.5 | 06/30/2005 | J(1) | 23,069 | (4) | (5) | Common Stock | 419,429 (6) | (1) | 1,176,497 | D | ||||
7% Series G Cumulative Convertible Pay-In-Kind Preferred | $ 5.5 | 06/30/2005 | J(2) | 20,136 | (4) | (5) | Common Stock | 366,100 (6) | (2) | 1,170,737 | D | ||||
6% Series H Cumulative Convertible Pay-In-Kind Preferred | $ 5.5 | 06/30/2005 | J(3) | 17,217 | (4) | (5) | Common Stock | 313,029 (6) | (3) | 1,164,991 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GREEN EQUITY INVESTORS III LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
GREEN EQUITY INVESTORS SIDE III LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
GEI CAPITAL III LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
LEONARD GREEN PARTNERS LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
LGP MANAGEMENT INC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
GRAND AVENUE ASSOCIATES LP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
GRAND AVENUE CAPITAL CORP 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
SOKOLOFF JONATHAN D 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X | |||
DANHAKL JOHN G 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA 90025 |
X |
/s/ Julia Chang, as Attorney-in-Fact for Jonathan D. Sokoloff, as Manager of GEI Capital III, LLC, General Partner of Green Equity Investors III, L.P. | 06/30/2005 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The 8% Series F Cumulative Convertible Pay-In-Kind Preferred Stock (the "Series F Preferred Stock") of Rite Aid Corporation (the "Issuer") pays an annual dividend of 8% in quarterly installments in the form of cash or additional shares of Series F Preferred Stock at the Issuer's election. This Form 4 is being filed to report the quarterly dividend paid on June 30, 2005 in the form of approximately 23,069 shares of Series F Preferred Stock. |
(2) | The 7% Series G Cumulative Convertible Pay-In-Kind Preferred Stock (the "Series G Preferred Stock") of the Issuer pays an annual dividend of 7% in quarterly installments in the form of cash or additional shares of Series G Preferred Stock at the Issuer's election. This Form 4 is being filed to report the quarterly dividend paid on June 30, 2005 in the form of approximately 20,136 additional shares of Series G Preferred Stock. |
(3) | The 6% Series H Cumulative Convertible Pay-In-Kind Preferred Stock (the "Series H Preferred Stock") of the Issuer pays an annual dividend of 6% in quarterly installments in the form of cash or additional shares of Series H Preferred Stock at the Issuer's election. This Form 4 is being filed to report the quarterly dividend paid on June 30, 2005 in the form of approximately 17,217 additional shares of Series H Preferred Stock. |
(4) | Immediately. |
(5) | Not applicable. |
(6) | The number of shares listed in Column 7 represents the approximate number of shares of common stock, par value $1.00 per share, of the Issuer ("Common Stock") issuable upon conversion of the derivative securities reported in Column 5. |
Remarks: Exhibits Exhibit 99 -- Joint Filer Information |