SEC Form 4 · accession 0001179110-17-005779
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
Apr 4, 2017
Accepted (ET)
Apr 5, 2017 · 4:56 pm EDT
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 StockF2,F1 | Apr 5, 2017 | D | 5,425 | $0.00 | D | 29,062 | D | |
| Common Stock | holding | — | — | — | 372,807 | I | By the Kevan P. Talbot Revocable Trust | |
| 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 onethirdof 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.
- F2Represents a forfeiture of 5,425, or 50% of the maximum 10,849, performance-based restricted stock awards previously granted to the Reporting Person on April 16, 2016. The Reporting Person previously reported the grant of the maximum number of 10,849 shares of restricted stock that were subject to performance-based vesting requirements determined with respect to the Issuer's performance during fiscal year 2016. On April 4, 2017, the Compensation Committee of the Board of Directors of the Issuer determined that the number of shares eligible to vest for such restricted stock award, based on actual performance of the Issuer, was 50% of the maximum number of shares previously reported. Of the remaining 5,424 shares eligible to vest based on performance, 1,808 shares will vest on April 16, 2017 and 1,808 shares will vest, subject to the Reporting Person's continued employment, on each of April 16, 2018 and April 16, 2019.
- 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 wifeand 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 theextent of his pecuniary interest.