SEC Form 4 · accession 0001179110-16-033437
SPORTSMAN'S WAREHOUSE HOLDINGS, INC. · SPWH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevan P Talbot
Officer — CFO & Secretary
Period of report
Dec 22, 2016
Accepted (ET)
Dec 23, 2016 · 12:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001132105
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 20, 2016 | G | 4,000 | $0.00 | D | 368,807 | I | By the Kevan P. Talbot Revocable Trust |
| Common Stock | Dec 22, 2016 | P | 4,000 | $9.40 | A | 372,807 | I | By the Kevan P. Talbot Revocable Trust |
| Common StockF1,F2 | holding | — | — | — | 34,487 | D | ||
| Common StockF3 | holding | — | — | — | 15,000 | I | By Pit Stop Properties, LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes 21,700 shares of restricted stock, which are scheduled to vest as to one-third of the shares awarded on each of the first, second and third anniversaries of the April 16, 2016 grant date, subject to the Reporting Person's continued employment.
- F2Includes 10,849 shares of restricted stock granted by the Issuer to the Reporting Person on April 16, 2016. The restricted stock is subject to performance-based vesting requirements determined with respect to the Issuer's performance during fiscal year 2016. The maximum number of shares subject to the award are reported in the table above and the "target" number of shares subject to the award is two-thirds of the maximum number reported. Following the end of the performance period, the number of shares eligible to vest, based on actual performance, will be between zero and the maximum number of shares reported. The shares eligible to vest based on performance will then vest, subject to the Reporting Person's continued employment, as to one-third of such shares following the end of the performance period and as to an additional one-third of such shares on each of the second and third anniversaries of the grant date.
- F3The Reporting Person, through his revocable trust, and his wife, through her revocable trust, are the sole general members of Pit Stop Properties, LLC (the "LLC"). The Reporting Person, his wife and four additional individuals have investor member interests in the LLC. The Reporting Person disclaims beneficial ownership of the common stock of the Issuer held by the LLC except to the extent of his pecuniary interest.