CENTRAL GARDEN & PET CO — Director's Dealing 2015

May 20, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CENTRAL GARDEN & PET CO (CENT)
CIK: 0000887733
Period of Report: 2015-05-18

Reporting Person: Ranelli John (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-18	Class A Common Stock	M	21414	$9.34	Acquired	77576	Direct
2015-05-18	Class A Common Stock	F	20030	$10.42	Disposed	57546	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-18	Stock Option (Right to Buy)	$9.34	M	21414	Disposed	2015-08-13	Class A Common Stock (21414)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	178483	Direct
Common Stock	5000	Indirect

Footnotes

F1: Shares withheld by the Issuer in payment of the aggregate option exercise price and withholding tax liability incurred upon the above-reported exercise of options. The amount of shares withheld is based on the respective average of the high and low sales prices on the date of the exercise.

F2: Mr. Ranelli disclaims beneficial ownership of the 5,000 shares of the Issuer's Common Stock owned by the John R. Ranelli Trust except to the extent of his pecuniary interest therein.

F3: One-third of the total options granted became exercisable at each of 6 months, 18 months and 30 months after February 13, 2012, the date of grant.