sc13da80677015_03142016.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)

(Amendment No. 8)1

Itron, Inc.
(Name of Issuer)

Common Stock, no par value per share
(Title of Class of Securities)

465741106
(CUSIP Number)
 
SAMANTHA NASELLO
SCOPIA CAPITAL MANAGEMENT LP
152 West 57th Street, 33rd Floor
New York, New York 10019
(212) 370-0303

STEVE WOLOSKY
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 10, 2016
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.


_______________
1              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 disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 
 

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA LONG LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
38,531
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
38,531
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
38,531
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
2

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA LB LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
60,250
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
60,250
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
60,250
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
3

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,231,957
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
1,231,957
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,231,957
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
3.3%
14
TYPE OF REPORTING PERSON
 
OO

 
4

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA PARTNERS LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
34,060
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
34,060
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
34,060
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
5

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA LONG QP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
19,441
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
19,441
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
19,441
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
OO

 
6

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA WINDMILL FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
863,946
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
863,946
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
863,946
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
2.3%
14
TYPE OF REPORTING PERSON
 
PN

 
7

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
214,817
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
214,817
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
214,817
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

 
8

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
1,553,256
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
1,553,256
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,553,256
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
4.1%
14
TYPE OF REPORTING PERSON
 
PN

 
9

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA LB INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
153,990
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
153,990
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
153,990
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

 
10

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA LONG INTERNATIONAL MASTER FUND LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
BERMUDA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
161,855
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
161,855
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
161,855
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
Less than 1%
14
TYPE OF REPORTING PERSON
 
PN

 
11

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL GP LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
4,332,103
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
4,332,103
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
4,332,103
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
11.4%
14
TYPE OF REPORTING PERSON
 
OO

 
12

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA CAPITAL MANAGEMENT LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF, OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
4,392,849
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
4,392,849
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
4,392,849
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
11.6%
14
TYPE OF REPORTING PERSON
 
PN

 
13

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
SCOPIA MANAGEMENT, INC.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
NEW YORK
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
4,392,849
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
4,392,849
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
4,392,849
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
11.6%
14
TYPE OF REPORTING PERSON
 
CO

 
14

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
MATTHEW SIROVICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
4,392,849
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
4,392,849
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
4,392,849
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
11.6%
14
TYPE OF REPORTING PERSON
 
IN

 
15

 
CUSIP NO. 465741106
 
1
NAME OF REPORTING PERSON
 
JEREMY MINDICH
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
  (a) o
  (b) o
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
 
AF
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
 
¨
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
- 0 -
8
SHARED VOTING POWER
 
4,392,849
9
SOLE DISPOSITIVE POWER
 
- 0 -
10
SHARED DISPOSITIVE POWER
 
4,392,849
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
4,392,849
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
o
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
11.6%
14
TYPE OF REPORTING PERSON
 
IN

 
16

 
CUSIP NO. 465741106
 
The following constitutes Amendment No. 8 to the Schedule 13D filed by the undersigned (“Amendment No. 8”).  This Amendment No. 8 amends the Schedule 13D as specifically set forth herein.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:
 
The Shares purchased by each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International, Scopia Long International and held in the Managed Account were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted, as set forth in Schedule A, which is incorporated by reference herein.
 
The aggregate purchase price of the 38,531 Shares beneficially owned by Scopia Long is approximately $1,326,260, excluding brokerage commissions.
 
The aggregate purchase price of the 60,250 Shares beneficially owned by Scopia LB is approximately $2,052,151, excluding brokerage commissions.
 
The aggregate purchase price of the 1,231,957 Shares beneficially owned by Scopia PX is approximately $41,966,453, excluding brokerage commissions.
 
The aggregate purchase price of the 34,060 Shares beneficially owned by Scopia Partners is approximately $1,152,633, excluding brokerage commissions.
 
The aggregate purchase price of the 19,441 Shares beneficially owned by Scopia Long QP is approximately $731,833, excluding brokerage commissions.
 
The aggregate purchase price of the 863,946 Shares beneficially owned by Scopia Windmill is approximately $29,452,766, excluding brokerage commissions.
 
The aggregate purchase price of the 214,817 Shares beneficially owned by Scopia International is approximately $7,259,384, excluding brokerage commissions.
 
The aggregate purchase price of the 1,553,256 Shares beneficially owned by Scopia PX International is approximately $52,570,132, excluding brokerage commissions.
 
The aggregate purchase price of the 153,990 Shares beneficially owned by Scopia LB International is approximately $5,231,567, excluding brokerage commissions.
 
The aggregate purchase price of the 161,855 Shares beneficially owned by Scopia Long International is approximately $5,570,614, excluding brokerage commissions.
 
The aggregate purchase price of the 60,746 Shares held in the Managed Account is approximately $2,017,520, excluding brokerage commissions.
 
Item 5.
Interest in Securities of the Issuer.
 
Items 5(a) – (c) are hereby amended and restated to read as follows:
 
 
17

 
CUSIP NO. 465741106
 
The aggregate percentage of Shares reported owned by each person named herein is based upon 37,897,742 Shares outstanding as of October 31, 2015, which is the total number of Shares outstanding as reported in the Issuer’s quarterly report on Form 10-Q, filed with the Securities and Exchange Commission on November 5, 2015.
 
A.
Scopia Long
 
 
(a)
As of the close of business on March 11, 2016, Scopia Long beneficially owned 38,531 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote:  38,531
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  38,531
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Long since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
B.
Scopia LB
 
 
(a)
As of the close of business on March 11, 2016, Scopia LB beneficially owned 60,250 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote:  60,250
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  60,250
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia LB since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
C.
Scopia PX
 
 
(a)
As of the close of business on March 11, 2016, Scopia PX beneficially owned 1,231,957 Shares.
 
Percentage: Approximately 3.3%
 
 
(b)
1. Sole power to vote or direct vote:  1,231,957
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  1,231,957
 
4. Shared power to dispose or direct the disposition: 0
 
 
18

 
CUSIP NO. 465741106
 
 
(c)
The transactions in the securities of the Issuer by Scopia PX since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
D.
Scopia Partners
 
 
(a)
As of the close of business on March 11, 2016, Scopia Partners beneficially owned 34,060 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 34,060
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 34,060
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Partners since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
E.
Scopia Long QP
 
 
(a)
As of the close of business on March 11, 2016, Scopia Long QP beneficially owned 19,441 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote:  19,441
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  19,441
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Long QP since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
F.
Scopia Windmill
 
 
(a)
As of the close of business on March 11, 2016, Scopia Windmill beneficially owned 863,946 Shares.
 
Percentage: Approximately 2.3%
 
 
(b)
1. Sole power to vote or direct vote:  863,946
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition:  863,946
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Windmill since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
 
19

 
CUSIP NO. 465741106
 
G.
Scopia International
 
 
(a)
As of the close of business on March 11, 2016, Scopia International beneficially owned 214,817 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 214,817
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 214,817
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
H.
Scopia PX International
 
 
(a)
As of the close of business on March 11, 2016, Scopia PX International beneficially owned 1,553,256 Shares.
 
Percentage: Approximately 4.1%
 
 
(b)
1. Sole power to vote or direct vote: 1,553,256
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 1,553,256
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia PX International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
I.
Scopia LB International
 
 
(a)
As of the close of business on March 11, 2016, Scopia LB International beneficially owned 153,990 Shares.
 
Percentage: Less than 1%
 
 
(b)
1. Sole power to vote or direct vote: 153,990
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 153,990
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia LB International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
J.
Scopia Long International
 
 
(a)
As of the close of business on March 11, 2016, Scopia Long International beneficially owned 161,855 Shares.
 
Percentage: Less than 1%
 
 
20

 
CUSIP NO. 465741106
 
 
(b)
1. Sole power to vote or direct vote: 161,855
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 161,855
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Long International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
K.
Scopia Capital
 
 
(a)
Scopia Capital, as the Managing Member of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners and Scopia Long QP, and the general partner of each of Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International and Scopia Long International, may be deemed the beneficial owner of the: (i)  38,531 Shares owned by Scopia Long; (ii)  60,250 Shares owned by Scopia LB; (iii)  1,231,957 Shares owned by Scopia PX; (iv) 34,060 Shares owned by Scopia Partners; (v) 19,441 Shares owned by Scopia Long QP; (vi)  863,946 Shares owned by Scopia Windmill; (vii) 214,817 Shares owned by Scopia International; (viii) 1,553,256 Shares owned by Scopia PX International; (ix) 153,990  Shares owned by Scopia LB International; and (x) 161,855 Shares owned by Scopia Long International.
 
Percentage: Approximately 11.4%
 
 
(b)
1. Sole power to vote or direct vote: 4,332,103
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 4,332,103
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
Scopia Capital has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 7 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International and Scopia Long International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
L.
Scopia Management
 
 
(a)
As of the close of business on March 11, 2016, 60,746 Shares were held in the Managed Account. Scopia Management, as the Investment Manager of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International, Scopia Long International and the Managed Account, may be deemed the beneficial owner of the: (i)  38,531 Shares owned by Scopia Long; (ii)  60,250 Shares owned by Scopia LB; (iii)  1,231,957 Shares owned by Scopia PX; (iv) 34,060 Shares owned by Scopia Partners; (v) 19,441 Shares owned by Scopia Long QP; (vi)  863,946 Shares owned by Scopia Windmill; (vii) 214,817 Shares owned by Scopia International; (viii) 1,553,256 Shares owned by Scopia PX International; (ix) 153,990  Shares owned by Scopia LB International; (x) 161,855 Shares owned by Scopia Long International; and (xi)  60,746 Shares held in the Managed Account.
 
Percentage: Approximately 11.6%
 
 
21

 
CUSIP NO. 465741106
 
 
(b)
1. Sole power to vote or direct vote: 4,392,849
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 4,392,849
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
The transactions in the securities of the Issuer by Scopia Management through the Managed Account and on behalf of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International and Scopia Long International since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
M.
Scopia Inc.
 
 
(a)
Scopia Inc., as the general partner of Scopia Management, may be deemed the beneficial owner of the: (i)  38,531 Shares owned by Scopia Long; (ii)  60,250 Shares owned by Scopia LB; (iii)  1,231,957 Shares owned by Scopia PX; (iv) 34,060 Shares owned by Scopia Partners; (v) 19,441 Shares owned by Scopia Long QP; (vi)  863,946 Shares owned by Scopia Windmill; (vii) 214,817 Shares owned by Scopia International; (viii) 1,553,256 Shares owned by Scopia PX International; (ix) 153,990  Shares owned by Scopia LB International; (x) 161,855 Shares owned by Scopia Long International; and (xi)  60,746 Shares held in the Managed Account.
 
Percentage: Approximately 11.6%
 
 
(b)
1. Sole power to vote or direct vote: 4,392,849
 
2. Shared power to vote or direct vote: 0
 
3. Sole power to dispose or direct the disposition: 4,392,849
 
4. Shared power to dispose or direct the disposition: 0

 
(c)
Scopia Inc. has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 7 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International, Scopia Long International and through the Managed Account since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
N.
Mr. Sirovich
 
 
(a)
Mr. Sirovich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i)  38,531 Shares owned by Scopia Long; (ii)  60,250 Shares owned by Scopia LB; (iii)  1,231,957 Shares owned by Scopia PX; (iv) 34,060 Shares owned by Scopia Partners; (v) 19,441 Shares owned by Scopia Long QP; (vi)  863,946 Shares owned by Scopia Windmill; (vii) 214,817 Shares owned by Scopia International; (viii) 1,553,256 Shares owned by Scopia PX International; (ix) 153,990  Shares owned by Scopia LB International; (x) 161,855 Shares owned by Scopia Long International; and (xi)  60,746 Shares held in the Managed Account.
 
Percentage: Approximately 11.6%
 
 
22

 
CUSIP NO. 465741106
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 4,392,849
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 4,392,849

 
(c)
Mr. Sirovich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 7 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International, Scopia Long International and through the Managed Account since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
O.
Mr. Mindich
 
 
(a)
Mr. Mindich, as a Managing Member of Scopia Capital and Managing Director of Scopia Inc., may be deemed the beneficial owner of the: (i)  38,531 Shares owned by Scopia Long; (ii)  60,250 Shares owned by Scopia LB; (iii)  1,231,957 Shares owned by Scopia PX; (iv) 34,060 Shares owned by Scopia Partners; (v) 19,441 Shares owned by Scopia Long QP; (vi)  863,946 Shares owned by Scopia Windmill; (vii) 214,817 Shares owned by Scopia International; (viii) 1,553,256 Shares owned by Scopia PX International; (ix) 153,990  Shares owned by Scopia LB International; (x) 161,855 Shares owned by Scopia Long International; and (xi)  60,746 Shares held in the Managed Account.
 
Percentage: Approximately 11.6%
 
 
(b)
1. Sole power to vote or direct vote: 0
 
2. Shared power to vote or direct vote: 4,392,849
 
3. Sole power to dispose or direct the disposition: 0
 
4. Shared power to dispose or direct the disposition: 4,392,849

 
(c)
Mr. Mindich has not entered into any transactions in the securities of the Issuer since the filing of Amendment No. 7 to the Schedule 13D.  The transactions in the securities of the Issuer on behalf of each of Scopia Long, Scopia LB, Scopia PX, Scopia Partners, Scopia Long QP, Scopia Windmill, Scopia International, Scopia PX International, Scopia LB International, Scopia Long International and through the Managed Account since the filing of Amendment No. 7 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.
 
The Reporting Persons, as members of a “group” for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons.  Each Reporting Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.
 
 
23

 
CUSIP NO. 465741106
 
SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:  March 14, 2016
 
SCOPIA LONG LLC
 
SCOPIA LB LLC
 
SCOPIA PX LLC
 
SCOPIA PARTNERS LLC
 
SCOPIA LONG QP LLC
 
SCOPIA LONG INTERNATIONAL MASTER FUND LP
 
SCOPIA WINDMILL FUND LP
 
SCOPIA INTERNATIONAL MASTER FUND LP
 
SCOPIA PX INTERNATIONAL MASTER FUND LP
 
SCOPIA LB INTERNATIONAL MASTER FUND LP
 

By:     Scopia Capital Management LP
           Investment Manager
 
By:     Scopia Management, Inc.
           General Partner
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
 
Title:
Managing Director


 
SCOPIA CAPITAL MANAGEMENT LP
   
 
By:
Scopia Management, Inc.
General Partner
     
 
By:
/s/ Matthew Sirovich
   
Name:
Matthew Sirovich
   
Title:
Managing Director


SCOPIA CAPITAL GP LLC
 
SCOPIA MANAGEMENT, INC.
     
By:
/s/ Matthew Sirovich
 
By:
/s/ Matthew Sirovich
 
Name:
Matthew Sirovich
   
Name:
Matthew Sirovich
 
Title:
Managing Member
   
Title:
Managing Director
 
   
 
/s/ Matthew Sirovich
 
MATTHEW SIROVICH
 
   
 
/s/ Jeremy Mindich
 
JEREMY MINDICH
 
 
24

 
CUSIP NO. 465741106
 
SCHEDULE A
 
Transactions in the Securities of the Issuer Since the filing of Amendment No. 7 to the Schedule 13D
 
Nature of the Transaction
 
Amount of Securities
Purchased/(Sold)
 
Price Per Share ($)
 
Date of
Purchase/Sale
 
SCOPIA LONG LLC

Purchase of Common Stock
67
39.8192
02/22/2016
Purchase of Common Stock
143
40.0338
02/23/2016
Purchase of Common Stock
249
40.0507
02/24/2016
Purchase of Common Stock
748
40.1167
02/24/2016
Purchase of Common Stock
471
39.9170
02/25/2016
Purchase of Common Stock
188
39.9749
02/26/2016
Purchase of Common Stock
233
40.0306
02/29/2016
Purchase of Common Stock
236
39.7213
03/01/2016
Purchase of Common Stock
169
40.0987
03/02/2016
Purchase of Common Stock
299
40.7767
03/03/2016
Purchase of Common Stock
267
41.5178
03/04/2016
Purchase of Common Stock
25
41.6553
03/07/2016
Purchase of Common Stock
267
41.3644
03/08/2016
Purchase of Common Stock
267
41.9082
03/09/2016
Purchase of Common Stock
267
42.1146
03/10/2016
Purchase of Common Stock
35
42.4919
03/11/2016

SCOPIA LB LLC

Purchase of Common Stock
124
39.8192
02/22/2016
Purchase of Common Stock
248
40.0338
02/23/2016
Purchase of Common Stock
432
40.0507
02/24/2016
Purchase of Common Stock
1,296
40.1167
02/24/2016
Purchase of Common Stock
815
39.9170
02/25/2016
Purchase of Common Stock
325
39.9749
02/26/2016
Purchase of Common Stock
404
40.0306
02/29/2016
Purchase of Common Stock
405
39.7213
03/01/2016
Purchase of Common Stock
290
40.0987
03/02/2016
Purchase of Common Stock
512
40.7767
03/03/2016
Purchase of Common Stock
457
41.5178
03/04/2016
Purchase of Common Stock
43
41.6553
03/07/2016
Purchase of Common Stock
457
41.3644
03/08/2016
Purchase of Common Stock
457
41.9082
03/09/2016
Purchase of Common Stock
457
42.1146
03/10/2016
Purchase of Common Stock
60
42.4919
03/11/2016

SCOPIA PX LLC

Purchase of Common Stock
2,443
39.8192
02/22/2016
Purchase of Common Stock
3,753
40.0338
02/23/2016
Purchase of Common Stock
6,549
40.0507
02/24/2016
 
 
 

 
CUSIP NO. 465741106
 
Purchase of Common Stock
19,647
40.1167
02/24/2016
Purchase of Common Stock
12,353
39.9170
02/25/2016
Purchase of Common Stock
4,924
39.9749
02/26/2016
Purchase of Common Stock
6,129
40.0306
02/29/2016
Purchase of Common Stock
7,993
39.7213
03/01/2016
Purchase of Common Stock
5,723
40.0987
03/02/2016
Purchase of Common Stock
10,120
40.7767
03/03/2016
Purchase of Common Stock
9,038
41.5178
03/04/2016
Purchase of Common Stock
841
41.6553
03/07/2016
Purchase of Common Stock
9,037
41.3644
03/08/2016
Purchase of Common Stock
9,036
41.9082
03/09/2016
Purchase of Common Stock
9,037
42.1146
03/10/2016
Purchase of Common Stock
1,181
42.4919
03/11/2016

SCOPIA PARTNERS LLC

Purchase of Common Stock
69
39.8192
02/22/2016
Purchase of Common Stock
106
40.0338
02/23/2016
Purchase of Common Stock
186
40.0507
02/24/2016
Purchase of Common Stock
557
40.1167
02/24/2016
Purchase of Common Stock
350
39.9170
02/25/2016
Purchase of Common Stock
140
39.9749
02/26/2016
Purchase of Common Stock
174
40.0306
02/29/2016
Purchase of Common Stock
139
39.7213
03/01/2016
Purchase of Common Stock
100
40.0987
03/02/2016
Purchase of Common Stock
176
40.7767
03/03/2016
Purchase of Common Stock
157
41.5178
03/04/2016
Purchase of Common Stock
15
41.6553
03/07/2016
Purchase of Common Stock
157
41.3644
03/08/2016
Purchase of Common Stock
157
41.9082
03/09/2016
Purchase of Common Stock
157
42.1146
03/10/2016
Purchase of Common Stock
21
42.4919
03/11/2016

SCOPIA LONG QP LLC

Purchase of Common Stock
34
39.8192
02/22/2016
Purchase of Common Stock
71
40.0338
02/23/2016
Purchase of Common Stock
125
40.0507
02/24/2016
Purchase of Common Stock
374
40.1167
02/24/2016
Purchase of Common Stock
235
39.9170
02/25/2016
Purchase of Common Stock
94
39.9749
02/26/2016
Purchase of Common Stock
116
40.0306
02/29/2016
Purchase of Common Stock
118
39.7213
03/01/2016
Purchase of Common Stock
84
40.0987
03/02/2016
Purchase of Common Stock
149
40.7767
03/03/2016
Purchase of Common Stock
133
41.5178
03/04/2016
Purchase of Common Stock
12
41.6553
03/07/2016
Purchase of Common Stock
133
41.3644
03/08/2016
Purchase of Common Stock
133
41.9082
03/09/2016
Purchase of Common Stock
133
42.1146
03/10/2016
Purchase of Common Stock
17
42.4919
03/11/2016

 
 

 
CUSIP NO. 465741106
 
SCOPIA WINDMILL FUND LP

Purchase of Common Stock
1,803
39.8192
02/22/2016
Purchase of Common Stock
2,993
40.0338
02/23/2016
Purchase of Common Stock
5,222
40.0507
02/24/2016
Purchase of Common Stock
15,667
40.1167
02/24/2016
Purchase of Common Stock
9,851
39.9170
02/25/2016
Purchase of Common Stock
3,927
39.9749
02/26/2016
Purchase of Common Stock
4,887
40.0306
02/29/2016
Purchase of Common Stock
3,739
39.7213
03/01/2016
Purchase of Common Stock
2,677
40.0987
03/02/2016
Purchase of Common Stock
4,734
40.7767
03/03/2016
Purchase of Common Stock
4,226
41.5178
03/04/2016
Purchase of Common Stock
394
41.6553
03/07/2016
Purchase of Common Stock
4,226
41.3644
03/08/2016
Purchase of Common Stock
4,227
41.9082
03/09/2016
Purchase of Common Stock
4,226
42.1146
03/10/2016
Purchase of Common Stock
552
42.4919
03/11/2016

SCOPIA INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
437
39.8192
02/22/2016
Purchase of Common Stock
678
40.0338
02/23/2016
Purchase of Common Stock
1,183
40.0507
02/24/2016
Purchase of Common Stock
3,550
40.1167
02/24/2016
Purchase of Common Stock
2,232
39.9170
02/25/2016
Purchase of Common Stock
890
39.9749
02/26/2016
Purchase of Common Stock
1,107
40.0306
02/29/2016
Purchase of Common Stock
875
39.7213
03/01/2016
Purchase of Common Stock
627
40.0987
03/02/2016
Purchase of Common Stock
1,108
40.7767
03/03/2016
Purchase of Common Stock
989
41.5178
03/04/2016
Purchase of Common Stock
92
41.6553
03/07/2016
Purchase of Common Stock
990
41.3644
03/08/2016
Purchase of Common Stock
989
41.9082
03/09/2016
Purchase of Common Stock
990
42.1146
03/10/2016
Purchase of Common Stock
129
42.4919
03/11/2016

SCOPIA PX INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
3,149
39.8192
02/22/2016
Purchase of Common Stock
4,888
40.0338
02/23/2016
Purchase of Common Stock
8,529
40.0507
02/24/2016
Purchase of Common Stock
25,584
40.1167
02/24/2016
Purchase of Common Stock
16,086
39.9170
02/25/2016
Purchase of Common Stock
6,411
39.9749
02/26/2016
Purchase of Common Stock
7,982
40.0306
02/29/2016
Purchase of Common Stock
6,302
39.7213
03/01/2016
 
 
 

 
CUSIP NO. 465741106
 
Purchase of Common Stock
4,512
40.0987
03/02/2016
Purchase of Common Stock
7,978
40.7767
03/03/2016
Purchase of Common Stock
7,123
41.5178
03/04/2016
Purchase of Common Stock
663
41.6553
03/07/2016
Purchase of Common Stock
7,123
41.3644
03/08/2016
Purchase of Common Stock
7,123
41.9082
03/09/2016
Purchase of Common Stock
7,123
42.1146
03/10/2016
Purchase of Common Stock
931
42.4919
03/11/2016

SCOPIA LB INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
279
39.8192
02/22/2016
Purchase of Common Stock
581
40.0338
02/23/2016
Purchase of Common Stock
1,014
40.0507
02/24/2016
Purchase of Common Stock
3,043
40.1167
02/24/2016
Purchase of Common Stock
1,913
39.9170
02/25/2016
Purchase of Common Stock
763
39.9749
02/26/2016
Purchase of Common Stock
949
40.0306
02/29/2016
Purchase of Common Stock
958
39.7213
03/01/2016
Purchase of Common Stock
686
40.0987
03/02/2016
Purchase of Common Stock
1,213
40.7767
03/03/2016
Purchase of Common Stock
1,083
41.5178
03/04/2016
Purchase of Common Stock
101
41.6553
03/07/2016
Purchase of Common Stock
1,083
41.3644
03/08/2016
Purchase of Common Stock
1,083
41.9082
03/09/2016
Purchase of Common Stock
1,083
42.1146
03/10/2016
Purchase of Common Stock
141
42.4919
03/11/2016

SCOPIA LONG INTERNATIONAL MASTER FUND LP

Purchase of Common Stock
282
39.8192
02/22/2016
Purchase of Common Stock
599
40.0338
02/23/2016
Purchase of Common Stock
1,045
40.0507
02/24/2016
Purchase of Common Stock
3,136
40.1167
02/24/2016
Purchase of Common Stock
1,972
39.9170
02/25/2016
Purchase of Common Stock
786
39.9749
02/26/2016
Purchase of Common Stock
978
40.0306
02/29/2016
Purchase of Common Stock
986
39.7213
03/01/2016
Purchase of Common Stock
706
40.0987
03/02/2016
Purchase of Common Stock
1,248
40.7767
03/03/2016
Purchase of Common Stock
1,114
41.5178
03/04/2016
Purchase of Common Stock
104
41.6553
03/07/2016
Purchase of Common Stock
1,114
41.3644
03/08/2016
Purchase of Common Stock
1,115
41.9082
03/09/2016
Purchase of Common Stock
1,114
42.1146
03/10/2016
Purchase of Common Stock
146
42.4919
03/11/2016
 
 
 

 
CUSIP NO. 465741106
 
SCOPIA CAPITAL MANAGEMENT LP
(Through the Managed Account)

Purchase of Common Stock
267
40.0338
02/23/2016
Purchase of Common Stock
466
40.0507
02/24/2016
Purchase of Common Stock
1,398
40.1167
02/24/2016
Purchase of Common Stock
879
39.9170
02/25/2016
Purchase of Common Stock
350
39.9749
02/26/2016
Purchase of Common Stock
436
40.0306
02/29/2016
Purchase of Common Stock
366
39.7213
03/01/2016
Purchase of Common Stock
262
40.0987
03/02/2016
Purchase of Common Stock
463
40.7767
03/03/2016
Purchase of Common Stock
413
41.5178
03/04/2016
Purchase of Common Stock
38
41.6553
03/07/2016
Purchase of Common Stock
413
41.3644
03/08/2016
Purchase of Common Stock
413
41.9082
03/09/2016
Purchase of Common Stock
413
42.1146
03/10/2016
Purchase of Common Stock
54
42.4919
03/11/2016