| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 03/04/2020 | 3. Issuer Name and Ticker or Trading Symbol BIG LOTS INC [ BIG ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock $0.01 par value(1) | 703,314 | I | See Footnote(2) |
| Common Stock $0.01 par value(1) | 69,754 | I | See Footnote(3) |
| Common Stock $0.01 par value(1) | 637,911 | I | See Footnote(4) |
| Common Stock $0.01 par value(1) | 48,468 | I | See Footnote(5) |
| Common Stock $0.01 par value(1) | 549,756 | I | See Footnote(6) |
| Common Stock $0.01 par value(1) | 453,140 | I | See Footnote(7) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 221,600 | 17.5 | I | See Footnote(2) |
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 22,000 | 17.5 | I | See Footnote(3) |
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 177,600 | 17.5 | I | See Footnote(4) |
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 12,800 | 17.5 | I | See Footnote(5) |
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 162,400 | 17.5 | I | See Footnote(6) |
| Call Options (right to buy) | 03/02/2019 | 04/17/2020 | Common Stock $0.01 par value | 153,600 | 17.5 | I | See Footnote(7) |
| Put Options (obligation to buy) | 01/23/2020 | 03/20/2020 | Common Stock $0.01 par value | 45,000 | 27.5 | I | See Footnote(2) |
| Put Options (obligation to buy) | 01/23/2020 | 03/20/2020 | Common Stock $0.01 par value | 5,000 | 27.5 | I | See Footnote(3) |
| Put Options (obligation to buy) | 01/23/2020 | 03/20/2020 | Common Stock $0.01 par value | 46,500 | 27.5 | I | See Footnote(4) |
| Put Options (obligation to buy) | 01/23/2020 | 03/20/2020 | Common Stock $0.01 par value | 3,500 | 27.5 | I | See Footnote(5) |
| Put Options (obligation to buy) | (8) | 03/20/2020 | Common Stock $0.01 par value | 23,900 | 27.5 | I | See Footnote(7) |
| Put Options (obligation to buy) | 02/14/2020 | 03/20/2020 | Common Stock $0.01 par value | 4,700 | 25 | I | See Footnote(7) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This Form 3 is filed jointly by Ancora Merlin Institutional LP ("Ancora Merlin Institutional"), Ancora Merlin, LP ("Ancora Merlin"), Ancora Catalyst Institutional, LP ("Ancora Catalyst Institutional"), Ancora Catalyst, LP ("Ancora Catalyst"), Ancora Catalyst SPV I LP ("Ancora SPV I"), Ancora Catalyst SPV I SPC Ltd. - Segregated Portfolio C ("Ancora SPV I Ltd"), Ancora Advisors, LLC ("Ancora Advisors") and Frederick DiSanto (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock, par value $0.01 (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. |
| 2. Securities owned directly by Ancora Merlin Institutional. As the investment advisor of Ancora Merlin Institutional, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora Merlin Institutional. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora Merlin Institutional. |
| 3. Securities owned directly by Ancora Merlin. As the investment advisor of Ancora Merlin, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora Merlin. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora Merlin. |
| 4. Securities owned directly by Ancora Catalyst Institutional. As the investment advisor of Ancora Catalyst Institutional, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora Catalyst Institutional. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora Catalyst Institutional. |
| 5. Securities owned directly by Ancora Catalyst. As the investment advisor of Ancora Catalyst, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora Catalyst. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora Catalyst. |
| 6. Securities owned directly by Ancora SPV I. As the investment advisor of Ancora SPV I, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora SPV I. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora SPV I. |
| 7. Securities owned directly by Ancora SPV I Ltd. As the investment advisor of Ancora SPV I Ltd, Ancora Advisors may be deemed to beneficially own the securities owned directly by Ancora SPV I Ltd. As the Chairman and Chief Executive Officer, Mr. DiSanto may be deemed to beneficially own the securities owned directly by Ancora SPV I Ltd. |
| 8. Such options are exercisable as of March 4, 2020 and were immediately exercisable upon their acquisition. |
| Remarks: |
| At the current time, Ancora Merlin, Ancora Catalyst and Frederick DiSanto do not have the necessary SEC filing codes. Accordingly, Ancora Merlin Institutional, Ancora Catalyst Institutional, Ancora SPV I, Ancora SPV I Ltd and Ancora Advisors are the reporting parties. The remaining Reporting Persons are currently obtaining the necessary filing codes and upon receipt will file an amended Form 3. |
| Ancora Advisors, LLC; By: /s/ Frederick DiSanto | 03/13/2020 | |
| Ancora Merlin Institutional LP; By: Ancora Advisors, LLC; By: /s/ Frederick DiSanto | 03/13/2020 | |
| Ancora Catalyst Institutional, LP; By: Ancora Advisors, LLC; By: /s/ Frederick DiSanto | 03/13/2020 | |
| Ancora Catalyst SPV I LP; By: Ancora Advisors, LLC; By: /s/ Frederick DiSanto | 03/13/2020 | |
| Ancora Catalyst SPV I SPC Ltd. - Segregated Portfolio C; By: Ancora Advisors, LLC; By: /s/ Frederick DiSanto | 03/13/2020 | |
| ** 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 5 (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. | ||
