President & CEO Wolf Kurt James disposed of $62,934,385 worth of shares (6,369,877 units at $9.88) and acquired $30,235,280 worth of shares (3,060,251 units at $9.88) (SEC Form 4)
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PITNEY BOWES INC /DE/ [ PBI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/06/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 11/06/2025 | J(1) | 6,369,877(1) | D | $9.88(1) | 0.00 | I | By Helios I, LP | ||
| Common Stock | 11/06/2025 | J(2) | 3,060,251(2) | A | $9.88(2) | 7,871,168 | I | By Hestia Capital Partners, LP | ||
| Common Stock | 584,637 | I | By Separately Managed Accounts(3) | |||||||
| Common Stock | 35,628 | D | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Helios I, LP (Helios) was terminated on October 31, 2025 and its assets liquidated effective November 6, 2025. The number of shares disposed of was calculated based on the closing price of Pitney Bowes common stock on October 31, 2025. |
| 2. In connection with the liquidation of Helios' assets, several investors in Helios elected to have their ending capital balance applied as a capital contribution to Hestia Capital Partners, LP. The number of shares acquired was calculated based on the closing price of Pitney Bowes common stock on October 31, 2025. |
| 3. The reporting person is the managing member of (a) Hestia Partners GP, the general partner of Hestia Capital Partners, LP (Hestia Capital) and Helios (prior to its termination), and (b) Hestia LLC, the investment manager of Hestia Capital, Helios (prior to its termination), and certain separately managed accounts (the SMAs). As the managing member of each of Hestia Partners GP and Hestia LLC, the reporting person may be deemed the beneficial owner of the shares directly owned by Hestia Capital and shares held in the SMAs, and was previously deemed the beneficial owner of the shares directly owned by Helios (prior to its termination). The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| Remarks: |
| /s/ Elisabeth Weinberg, as attorney-in-fact for Kurt James Wolf | 11/07/2025 | |
| ** 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 4 (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. | ||