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
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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).
1. Name and Address of Reporting Person*
Thompson Donald

(Last) (First) (Middle)
C/O BEYOND MEAT, INC.
119 STANDARD STREET

(Street)
EL SEGUNDO CA 90245

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BEYOND MEAT, INC. [ BYND ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2020
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 05/07/2020 S 56,000 D $120.066(1) 85,212 I(2)(3) By Cleveland Avenue GP, LLC
Common Stock 05/07/2020 S 122,657 D $119.0116(4) 470,599 I(2)(5) By Cleveland Manor Investments II, LLC
Common Stock 05/07/2020 S 27,343 D $120.1162(6) 443,256 I(2)(5) By Cleveland Manor Investments II, LLC
Common Stock 05/07/2020 S 43,627 D $117.7132(7) 23,037 I(2)(8) By CA Food I Fund, LLC
Common Stock 05/07/2020 S 18,551 D $118.4985(9) 4,486 I(2)(8) By CA Food I Fund, LLC
Common Stock 05/07/2020 S 4,236 D $119.7635(10) 250 I(2)(8) By CA Food I Fund, LLC
Common Stock 05/07/2020 S 250 D $120.298(11) 0 I(2)(8) By CA Food I Fund, LLC
Common Stock 05/08/2020 S 31,056 D $129.6174(12) 54,156 I(2)(3) By Cleveland Avenue GP, LLC
Common Stock 05/08/2020 S 26,402 D $130.5799(13) 27,754 I(2)(3) By Cleveland Avenue GP, LLC
Common Stock 05/08/2020 S 27,754 D $133.0353(14) 0 I(2)(3) By Cleveland Avenue GP, LLC
Common Stock 15,000 D
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
Explanation of Responses:
1. This transaction was executed in multiple trades at prices ranging from $120.00 to $120.81. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
2. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.
3. The Reporting Person is the sole manager of Cleveland Avenue, LLC ("CA LLC") which is the sole manager of Cleveland Avenue GP, LLC ("CA GP") and may be deemed to have sole voting and dispositive power over the shares held by CA GP.
4. This transaction was executed in multiple trades at prices ranging from $119.00 to $119.30. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
5. The Reporting Person is the sole manager of Cleveland Manor Investments II LLC ("Cleveland Manor") and may be deemed to have sole voting and dispositive power over the shares held by Cleveland Manor.
6. This transaction was executed in multiple trades at prices ranging from $120.00 to $120.62. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
7. This transaction was executed in multiple trades at prices ranging from $117.13 to $118.12. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
8. CA LLC is the sole manager of CA Food I Fund, LLC ("CA Food"). The Reporting Person is the sole manager of CA LLC and may be deemed to have sole voting dispositive power over the shares held by CA Food.
9. This transaction was executed in multiple trades at prices ranging from $118.13 to $119.11. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
10. This transaction was executed in multiple trades at prices ranging from $119.25 to $120.23. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
11. This transaction was executed in multiple trades at prices ranging from $120.25 to $120.31. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
12. This transaction was executed in multiple trades at prices ranging from $129.18 to $130.16. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
13. This transaction was executed in multiple trades at prices ranging from $130.20 to $130.85. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
14. This transaction was executed in multiple trades at prices ranging from $133.00 to $133.24. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request, to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
Remarks:
/s/ Teri L. Witteman, as Attorney-In-Fact for Donald Thompson 05/11/2020
** 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.