- Statement of Changes in Beneficial Ownership (4)
March 16 2010 - 8:17PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
GRAUNKE TERENCE M
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2. Issuer Name
and
Ticker or Trading Symbol
HACKETT GROUP, INC.
[
HCKT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
676 N. MICHIGAN AVE SUITE 3900
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/12/2010
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(Street)
CHICAGO, IL 60654
(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
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3/12/2010
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A
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10638
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A
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$0
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10638
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I
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Held by LCM (as defined)
(1)
(2)
(3)
(4)
(8)
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Common Stock
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4458450
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I
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Held by Consulting (as defined)
(5)
(8)
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Common Stock
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139710
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I
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Held by Archstone Consulting UK (as defined)
(6)
(8)
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Common Stock
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558840
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I
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Held by Archstone BV (as defined)
(7)
(8)
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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Lake Capital Management LLC ("LCM") received 10,638 restricted stock units in connection with Terence M. Graunke's ("Graunke") services as a director to the Issuer. Lake Creek, LLC ("Lake Creek") and TG Holding Corp. ("TG Holding") are members of LCM, which is member managed. Graunke is the sole member of Lake Creek and the sole shareholder of TG Holding. As such, Graunke may be deemed to be a beneficial owner of the shares reported in Table I.
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(
2)
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Upon vesting of the restricted stock units, LCM will receive shares of common stock on a one-for-one basis.
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(
3)
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The restricted stock units vest in three equal annual installments beginning on March 12, 2011.
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(
4)
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The restricted stock units have no expiration date.
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(
5)
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Archstone Consulting LLC ("Consulting") is the direct beneficial owner of the shares reported in Table I. Graunke is a member of the committee of Lake Capital Investment Partners LP ("Lake Investment") which makes investment related decisions with respect to Lake Capital Partners LP ("Lake Capital"). Lake Capital holds the majority of voting units of Archstone Holdings LLC ("Archstone Holdings"), which in turn holds the majority of voting units in Archstone Intermediate Holdings LLC ("Intermediate Holdings"). Intermediate Holdings holds the majority of voting units of Consulting. As such, Graunke may be deemed to be a beneficial owner of the shares reported in Table I.
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(
6)
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Archstone Consulting UK Limited ("Archstone Consulting UK") is the direct beneficial owner of the shares reported in Table I. Graunke is a member of the committee of Lake Investment which makes investment related decisions with respect to Lake Capital. Lake Capital holds the majority of voting units of Archstone Holdings, which in turn holds the majority of voting units in Archstone Intermediate. Intermediate Holdings holds the majority of voting units of Consulting. Consulting is the sole member of Archstone International Holdings LLC ("International Holdings"), which in turn is the sole member of Archstone Consulting International Holdings Cooperatief U.A. ("Cooperatief"). Cooperatief is the sole member of Archstone Holdings UK Limited ("Archstone Holdings UK"), which is the sole shareholder of Archstone Consulting UK. As such, Graunke may be deemed to be a beneficial owner of the shares reported in Table I.
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(
7)
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Archstone Consulting Netherlands BV ("Archstone BV") is the direct beneficial owner of the shares reported in Table I. Graunke is a member of the committee of Lake Investment which makes investment related decisions with respect to Lake Capital. Lake Capital holds the majority of voting units of Archstone Holdings, which in turn holds the majority of voting units in Archstone Intermediate. Intermediate Holdings holds the majority of voting units of Consulting. Consulting is the sole member of International Holdings, which in turn is the sole member of Cooperatief. Cooperatief is the sole member of Archstone BV. As such, Graunke may be deemed to be a beneficial owner of the shares reported in Table I.
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(
8)
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The Reporting Person expressly disclaims beneficial ownership of the shares reported in Table I, except to the extent of his pecuniary interest therein. The filing of this form shall not be deemed an admission that the Reporting Person is, for Section 16 purposes or otherwise, the beneficial owner of the shares.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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GRAUNKE TERENCE M
676 N. MICHIGAN AVE SUITE 3900
CHICAGO, IL 60654
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X
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X
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Signatures
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/s/ Terence M. Graunke
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3/16/2010
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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