UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
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 control number. |
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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Malhotra Kanuj C/O BARNES & NOBLE, INC. 122 FIFTH AVENUE NEW YORK, NY 10011 |
 |  |  CFO, NOOK Media |  |
/s/ Brad Feuer, as Attorney-in-Fact for Kanuj Malhotra | 07/18/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Consists of: (a) grant of 10,000 restricted stock units (payable solely in common stock of the Issuer on each vesting date) on July 2, 2012, vesting in four equal annual installments on July 2 of each of the years 2013 through 2016, less 925 shares withheld by the Issuer to cover applicable withholding taxes for vested shares; and (b) grant of 17,500 restricted stock units (payable solely in common stock of the Issuer on each vesting date) on March 5, 2013, with 25% vesting on March 5, 2015, 25% vesting on March 5, 2016 and the remaining 50% vesting on March 5, 2017. |
 Remarks: EXHIBIT LIST - Exhibit 24 - Power of Attorney for Kanuj Malhotra |