Sec Form 13G Filing - Barnard Stephen J filing for Mission Produce Inc. (AVO) - 2023-01-31

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

  Name of Reporting Person:

  Stephen J. Barnard

  Check the Appropriate Box if a Member of Group (See Instructions):

  (a)  ☐        (b)  ☐

  SEC Use Only:

  Citizenship or Place of Organization:

  United States

Number of

Shares

  Beneficially  

Owned By

Each

Reporting

Person

With:

  Sole Voting Power:

  1,386,550 (1)

  Shared Voting Power:

  4,105,376 (2)

  Sole Dispositive Power:

  1,386,550 (1)

  Shared Dispositive Power:

  4,105,376 (2)

  Aggregate Amount Beneficially Owned by Each Reporting Person:

  5,491,926

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares:

  ☐

  Percent of Class Represented By Amount In Row (9):

  7.6% (3)

  Type of Reporting Person:

  IN

Represents (i) 37 shares of common stock, (ii) 26,743 restricted stock units held by Mr. Barnard that vest within 60 days of 12/31/2022, and (iii) 1,359,770 shares of common stock subject to options held by Mr. Barnard that are exercisable within 60 days of 12/31/2022.

Represents (A) 50,062 shares held of record by the Barnard Properties, LLC, (B) 2,009,557 shares of common stock held of record by the Shelly R. Barnard GT Trust, (C) 2,009,557 shares of common stock held of record by the Stephen J. Barnard GT Trust, and (D) 36,200 shares held of record by the Bernard Family Trust. Mr. Barnard and his spouse have shared power to vote and dispose the shares held by these entities, and each disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

Based on 70,669,535 outstanding shares of common stock as of 12/31/2022, plus the 1,359,770 options and 26,743 restricted stock units held by Mr. Barnard.

Address of Issuer’s Principal Executive Offices:

Address or Principal Business Office or, if none, Residence:

Citizenship or Place of Organization:

Title of Class of Securities:

CUSIP Number:

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

Ownership:

(a)

(b)

(c)

Represents (i) 37 shares of common stock, (ii) 26,743 restricted stock units held by Mr. Barnard that vest within 60 days of 12/31/2022, and (iii) 1,359,770 shares of common stock subject to options held by Mr. Barnard that are exercisable within 60 days of 12/31/2022.

Represents (A) 50,062 shares held of record by the Barnard Properties, LLC, (B) 2,009,557 shares of common stock held of record by the Shelly R. Barnard GT Trust, (C) 2,009,557 shares of common stock held of record by the Stephen J. Barnard GT Trust, and (D) 36,200 shares held of record by the Bernard Family Trust. Mr. Barnard and his spouse have shared power to vote and dispose the shares held by these entities, and each disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

Based on 70,669,535 outstanding shares of common stock as of 12/31/2022, plus the 1,359,770 options and 26,743 restricted stock units held by Mr. Barnard.

Ownership of Less of a Class:

Ownership of More Than Five Percent on Behalf of Another Person:

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:

Identification and Classification of Members of the Group:

Notice of Dissolution of Group:

Certifications:

/s/ Stephen J. Barnard