Freshpet, Inc. — Director's Dealing 2014

Nov 18, 2014

SEC Form 3/A — Form 3/A

Issuer: Freshpet, Inc. (FRPT)
CIK: 0001611647
Period of Report: 2014-11-06

Reporting Person: THOMPSON RICHARD C (Director, Chief Executive Officer)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series C Preferred Stock	$7.10		Common Stock (330538)		Indirect
Series C Preferred Stock	$7.10		Common Stock (15748)		Direct

Footnotes

F1: The Form 3 filed by the Reporting Person on November 6, 2014 erroneously stated that 21,292 shares of Series C Preferred Stock were indirectly held by the Reporting Person through Thompson Holdings, LLP when, in fact, the shares were directly held by the Reporting Person. The first line item in this Form 3/A reflects the reduction in the number of shares of Series C Preferred Stock indirectly held by the Reporting Person and the second line item in this Form 3/A reflects the addition of those shares of Series C Preferred Stock as directly held by the Reporting Person.

F2: The Series C Preferred Stock is convertible at any time and from time to time, and without the payment of additional consideration by the holder thereof, into such number of fully paid and nonassessable shares of Common Stock as is determined by dividing the Series C Original Issue Price by the Series C Conversion Price (as defined in the Second Amended and Restated Certificate of Incorporation of the Issuer) in effect at the time of conversion. The Common Stock underlying the Series C Preferred Stock has been adjusted for a 1-for-0.7396 stock split.

F3: The Reporting Person has voting and investment power over 140,276 shares of Common Stock and 37,550 shares of Series C Preferred Stock (convertible into 27,771 shares of Common Stock) held of record by Thompson Holdings, LLP. The Reporting Person has voting and investment power over 409,366 shares of Series C Preferred Stock (convertible into 302,767 shares of Common Stock) held of record by Thompson FP Food, LLC.