Central Garden & Pet Co - Statement of Changes in Beneficial Ownership (4)
May 05 2008 - 6:01PM
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
*
SCOPIA MANAGEMENT INC
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2. Issuer Name
and
Ticker or Trading Symbol
CENTRAL GARDEN & PET CO
[
CENT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
450 SEVENTH AVENUE, 43RD FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/1/2008
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(Street)
NEW YORK, NY 10123
(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)
___ Form filed by One Reporting Person
_
X
_ 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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Class A
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5/1/2008
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P
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31700
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A
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$5.001
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4489104
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I
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See Footnote
(1)
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Class A
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5/1/2008
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P
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600
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A
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$4.995
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4489704
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I
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See Footnote
(1)
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Class A
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5/1/2008
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P
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74297
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A
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$5.005
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4564001
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I
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See Footnote
(1)
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Class A
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5/2/2008
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P
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83083
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A
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$4.9712
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4647084
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I
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See Footnote
(1)
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Common Stock
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5/1/2008
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P
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0
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A
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$0
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2305462
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I
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See Footnote
(1)
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Common Stock
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5/1/2008
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P
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0
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A
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$0
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60310
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D
(2)
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Class A
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5/1/2008
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P
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0
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A
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$0
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41886
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D
(2)
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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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These securities are held in the accounts of several investment funds and managed accounts (the "Investment Vehicles") for
which Scopia Management Inc. ("Scopia Management") serves as the investment manager. Matthew Sirovich and Jeremy Mindich
are the control persons of Scopia Management. Scopia Management and Messrs. Sirovich and Mindich may be deemed to
beneficially own the securities held by the Investment Vehicles and Messrs. Sirovich and Mindich's status as control persons
of Scopia Management. Each such Reporting Person disclaims beneficial ownership of the reported securities except to the
extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person
is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or
for any other purpose.
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(
2)
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These securities are owned by Matthew Sirovich who is a reporting person.
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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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SCOPIA MANAGEMENT INC
450 SEVENTH AVENUE
43RD FLOOR
NEW YORK, NY 10123
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X
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MINDICH JEREMY
C/O SCOPIA MANAGEMENT INC
450 SEVENTH AVENUE, 43RD FLOOR
NEW YORK, NY 10123
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X
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SIROVICH MATTHEW
C/O SCOPIA MANAGEMENT INC
450 SEVENTH AVENUE, 43RD FLOOR
NEW YORK, NY 10123
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X
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Signatures
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Scopia Manangement Inc By: /s/ Jeremy Mindich, President
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5/5/2008
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**
Signature of Reporting Person
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Date
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/s/ Jeremy Mindich
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5/5/2008
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**
Signature of Reporting Person
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Date
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/s/ Matthew Sirovich
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5/5/2008
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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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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 control number.
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