Statement of Changes in Beneficial Ownership (4)
June 16 2020 - 6:27PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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
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SOLTAU JILL A. |
2. Issuer Name and Ticker or Trading Symbol
J C PENNEY CO INC
[
JCP
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer |
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(Last)
(First)
(Middle)
C/O J. C. PENNEY COMPANY, INC., 6501 LEGACY DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/12/2020 |
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(Street)
PLANO, TX 75024
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock of 50 cents Par Value | 6/12/2020 | | S | | 1249685 | D | $.306 (1) | 749686 | D | |
| Common Stock of 50 cents Par Value | 6/15/2020 | | S | | 749686 | D | $.331 (2) | 0 (3) | 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. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Explanation of Responses: |
| (1) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.30 to $0.32, inclusive. The reporting person undertakes to provide any security holder of J. C. Penney Company, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote to this Form 4. |
| (2) | The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.32 to $0.35, inclusive. The reporting person undertakes to provide any security holder of J. C. Penney Company, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the footnote to this Form 4. |
| (3) | The reporting person forfeited all of her previously reported restricted stock units as a condition to an award made to the reporting person pursuant to the J. C. Penney Company, Inc. Pre-Paid Compensation Plan (see the Issuer's Current Report on Form 8-K filed on May 12, 2020) and no longer owns any beneficial interest in the Issuer's common stock. |
Remarks:
*** Under continuing POA as filed with the S.E.C. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
SOLTAU JILL A.
C/O J. C. PENNEY COMPANY, INC.
6501 LEGACY DRIVE
PLANO, TX 75024 | X |
| Chief Executive Officer |
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Signatures
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| *** /s/ Brandy L. Treadway, attorney in fact | | 6/16/2020 |
| **Signature of Reporting Person | Date |