Unified Grocers Form 4 UNIFIED GROCERS / Jay T McCormack ownership change

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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X

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^*

McCormack Jay T

(Last) (First) (Middle)

C/O UNIFIED GROCERS, INC.

5200 SHEILA STREET

(Street)

COMMERCE CA 90040

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIFIED GROCERS, INC. [ NONE ]

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)
06/23/2017

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
Class B Shares	06/23/2017		D		248	D	$200.27(1)	0	I	Jay & Linda McCormack
Class B Shares	06/23/2017		D		156	D	$200.27(1)	0	I	Glen Avon Food, Inc.
Class B Shares	06/23/2017		D		62	D	$200.27(1)	0	I	Yucaipa Trading Co
Class B Shares	06/23/2017		D		482	D	$200.27(1)	0	I	Nobel Farm
Class E Shares	06/23/2017		D		49	D	$100(2)	0	I	Jay & Linda McCormack
Class E Shares	06/23/2017		D		114	D	$100(2)	0	I	Glen Avon Food, Inc.
Class E Shares	06/23/2017		D		375	D	$100(2)	0	I	Yucaipa Trading Co
Class E Shares	06/23/2017		D		96	D	$100(2)	0	I	Nobel Farm

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. In connection with the merger (the "Merger") of West Acquisition Corporation ("Merger Sub"), a wholly-owned subsidiary of SUPERVALU INC. ("SVU") with and into Unified Grocers, Inc. ("Unified") on June 23, 2017 pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated April 10, 2017, by and among SVU, Merger Sub and Unified, the Reporting Person received $200.27 in cash in exchange for each Class B Share reported herein.

2. In connection with the Merger pursuant to the Merger Agreement, the Reporting Person received $100.00 in cash in exchange for each Class E Share reported herein.

Remarks:

	/s/ Robert M. Ling, Jr., Attorney-in-Fact	06/26/2017
	** 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).
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