CENTRAL GARDEN & PET CO — Director's Dealing 2014

Dec 15, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTRAL GARDEN & PET CO (CENT)
CIK: 0000887733
Period of Report: 2014-12-11

Reporting Person: BROWN WILLIAM E (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-11	Class A Common Stock	D	50000	—	Disposed	2862717	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	240000	Indirect

Footnotes

F1: The restricted shares were forfeited on December 11, 2014 because the annual and cumulative performance targets for each of the fiscal years ending September 2012, 2013 and 2014 were not satisfied.

F2: These securities are owned directly by various family Irrevocable Trusts and indirectly by the Reporting Person and his spouse as co-trustees of the Irrevocable Trusts. The Reporting Person and his spouse, as co-trustees, have and share investment control over the securities held in each of the Irrevocable Trusts but disclaim beneficial ownership of the reported securities held by the Irrevocable Trusts except to the extent of his and his wife's pecuniary interest therein.