| 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 | | OMB APPROVAL | | OMB Number: | 3235-0287 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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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). |
1. Name and Address of Reporting Person*| HOLIDAY STATIONSTORES INC |
(Street)
| 2. Issuer Name and Ticker or Trading Symbol
GANDER MOUNTAIN CO
[GMTN] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable) | Director | X | 10% Owner | | Officer (give title below) | | Other (specify below) | |
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3. Date of Earliest Transaction (Month/Day/Year)
09/27/2009 |
4. If Amendment, Date of Original Filed (Month/Day/Year)
| 6. Individual or Joint/Group Filing (Check Applicable Line)| X | Form filed by One Reporting Person | | Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
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 |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) |
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 Underlying Securities
(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 of Derivative Security: 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 |
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Option (Right to Buy)
| $
5.15
| 09/27/2009 | | P | |
680,220
| | | |
Common Stock
|
680,220
|
$
0
|
680,220
|
D
| |
| Explanation of Responses: |
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| /s/ W. Morgan Burns, attorney-in-fact | 10/08/2009 |
| ** 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. |
POWER OF ATTORNEY
I, Lynn M. Anderson, the Assistant Secretary of Holiday
Stationstores, Inc., hereby authorize and designate each
of Bruce M. Engler, W. Morgan Burns and Jonathan R.
Zimmerman, signing singly, as my true and lawful
attorney-in-fact for Holiday Stationstores, Inc.
("Holiday") to:
(1) execute for and on behalf of Holiday, in its capacity
as a greater than 10% shareholder of Gander Mountain
Company a Minnesota Corporation (the "Company"), Forms
3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 (the "Exchange Act"),
and the rules and regulations promulgated thereunder;
(2) do and perform any and all acts for and on behalf of
Holiday which may be necessary or desirable to complete
and execute any such Form 3, 4 or 5 and timely file such
form with the Securities and Exchange Commission, any
stock exchange or similar authority, and the NASDAQ
Stock Market; and
(3) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney-in-fact, may be to the benefit of Holiday, in
Holiday's best interest, or legally required of Holiday,
it being understood that the statements executed by such
attorney-in-fact on Holiday's behalf pursuant to this Power
of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.
Holiday hereby further grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as Holiday
might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming
to all that such attorney-in-fact, or such attorney-in-fact's
substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and
powers herein granted. Holiday hereby acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at
its request, are not assuming, nor is the Company or any such
attorney-in-fact's substitute or substitutes assuming, any
of Holiday's responsibilities to comply with Section 16
of the Exchange Act.
This Power of Attorney shall remain in full force and effect
until Holiday is no longer required to file Forms 3, 4 and 5
with respect to its holdings of and transactions in securities
issued by the Company, unless earlier revoked by Holiday in a
signed writing delivered to the foregoing attorneys-in-fact.
Notwithstanding the foregoing, if any such attorney-in-fact
hereafter ceases to be a partner of Faegre & Benson LLP this
Power of Attorney shall be automatically revoked solely as to
such individual, immediately upon such cessation, without any
further action on the Holiday's part.
Holiday hereby revokes all previous Powers of Attorney that
have been granted by Holiday in connection with its reporting
obligations under Section 16 of the Exchange Act with
respect to the Holiday's holdings of and transactions in
securities issued by the Company.
IN WITNESS WHEREOF, this Power of Attorney has been duly
executed as of this 17th day of December, 2007.
HOLIDAY STATIONSTORES, INC.
/s/ Lynn M. Anderson, Assistant Secretary