SEC FORM 4 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).
1. Name and Address of Reporting Person*
APOLLO ADVISORS IV LP

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RENT A CENTER INC [ RCII ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/11/2003
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
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
Common Stock 07/11/2003 S 774,547 D 73 5,827,356(1) I -
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 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
Series A Preferred Stock 27.935 07/11/2003 S(2) 2 07/11/2003 08/08/1988(4) Common Stock 70 $0(2) 0 I -(2)
Series C Preferred Stock 27.935 07/11/2003 P(2) 2 07/11/2003 08/08/1988(4) Common Stock 70 $0(2) 2(3) I -(2)
Explanation of Responses:
1. See Exhibit 1
2. See Exhibit 2
3. See Exhibit 3
4. The Series A Preferred Stock and the Series C Preferred Stock does not expire and does not have expiration dates.
Apollo Advisors IV, L.P. 07/15/2003
By: Apollo Capital Management IV, Inc., its General Partner 07/15/2003
Michael D. Weiner 07/15/2003
** 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.
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rrd5052_5580.html Exhibit 1

(1) The amount reported includes 296,722 shares of Common Stock owned by
Apollo Overseas Partners IV, L.P. ("Overseas IV") and 5,530,634 shares of
Common Stock owned by Apollo Investment Fund IV, L.P. ("AIF IV").
The Reporting Person is the general partner of Overseas IV and AIF IV. The
Reporting Person disclaims beneficial ownership of all shares of the Issuer
owned by Overseas IV or AIF IV, except to the extent the Reporting Person has
a pecuniary interest in such securities, and this report shall not be deemed
an admission that the Reporting Person is the beneficial owner of, or has any
pecuniary interest in, any such securities for the purposes of Section 16 of the
Securities Exchange Act of 1934, as amended, or for any other purpose.

rrd5052_5581.html Exhibit 2

(2) The shares of Series C preferred stock, par value $.01 ("Series C Preferred Stock"), owned by Overseas IV and AIF IV, respectively, were each acquired in exchange for the one share of Series A preferred stock, par value $.01 ("Series A Preferred Stock"), previously owned by Overseas IV and AIF IV, respectively, pursuant to the terms of the Purchase and Exchange Agreement dated as of April 25, 2003 by and among AIF IV, Overseas IV and the Issuer.

rrd5052_5582.html Exhibit 3

(3) The amount reported includes one share of Series A Preferred Stock or Series C
Preferred Stock, as applicable, owned by Overseas IV and one share of Series A
Preferred Stock or Series C Preferred Stock, as applicable, owned by AIF IV.
See Exhibit 1.