New insider Kluger Robert claimed ownership of 970 shares (SEC Form 3)
$KRUS
Restaurants
Consumer Discretionary
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year) 08/23/2024 |
3. Issuer Name and Ticker or Trading Symbol
KURA SUSHI USA, INC. [ KRUS ] |
|||||||||||||
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
5. If Amendment, Date of Original Filed
(Month/Day/Year) |
||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 970 | D | |
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Option to Purchase Class A Common Stock | (1) | 05/02/2030 | Class A Common Stock | 30,000 | $16.83 | D | |
| Option to Purchase Class A Common Stock | (2) | 05/03/2030 | Class A Common Stock | 5,235 | $16.25 | D | |
| Option to Purchase Class A Common Stock | (3) | 02/01/2031 | Class A Common Stock | 5,130 | $22.65 | D | |
| Option to Purchase Class A Common Stock | (4) | 02/01/2032 | Class A Common Stock | 3,602 | $46.15 | D | |
| Option to Purchase Class A Common Stock | (5) | 02/01/2033 | Class A Common Stock | 2,313 | $62.14 | D | |
| Option to Purchase Class A Common Stock | (6) | 02/01/2034 | Class A Common Stock | 1,685 | $98.13 | D | |
| Explanation of Responses: |
| 1. Represents an option granted on May 1, 2020 under the Issuer's 2018 Incentive Compensation Plan that vested in equal quarterly installments on the last day of each calendar quarter over approximately 48 months after May 1, 2020. |
| 2. Represents an option granted on May 2, 2020 under the Issuer's 2018 Incentive Compensation Plan that vested in equal quarterly installments on the last day of each calendar quarter over approximately 36 months after May 2, 2020. |
| 3. Represents an option granted on February 1, 2021 under the Issuer's 2018 Incentive Compensation Plan. One-third of the option shares vested and became exercisable in full February 1, 2022. The remaining option shares continued to vest in equal quarterly installments over a period of 24 months commencing from February 1, 2022. |
| 4. Represents an option granted on February 1, 2022 under the Issuer's 2018 Incentive Compensation Plan. One-third of the option shares vested and became exercisable in full on February 2, 2023. The remaining option shares vest in equal quarterly installments over a period of 24 months commencing from February 1, 2023. |
| 5. Represents an option granted on February 1, 2023 under the Issuer's 2018 Incentive Compensation Plan, 25% of which vested February 1, 2024 with the remaining 75% vesting in equal quarterly amounts over a period of 36 months commencing from February 1, 2024. |
| 6. Represents an option granted on February 1, 2024 under the Issuer's 2018 Incentive Compensation Plan, 25% of which will vest one year from the date of the grant with the remaining 75% vesting in equal quarterly amounts over a period of 36 months commencing from February 1, 2025. |
| Remarks: |
| Exhibit 24 - Power of Attorney |
| /s/ Brent Takao, Attorney-in-Fact for Robert Kluger | 08/28/2024 | |
| ** 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||