SEC Form 4 · accession 0000914190-17-000154
TILE SHOP HOLDINGS, INC. · TTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl Randazzo
Officer — Sr. VP - Real Estate & Dev.
Period of report
May 11, 2017
Accepted (ET)
May 15, 2017 · 4:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001552800
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 11, 2017 | A | 1,850 | $0.00 | A | 6,522 | D | |
| Common StockF2,F3 | May 11, 2017 | A | 1,850 | $0.00 | A | 8,372 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F6 | $20.35 | May 11, 2017 | A | 7,700 | A | — | May 11, 2027 | Common Stock | 7,700 | 7,700 | D |
| Stock Option (Right to Buy)F4 | $10.00 | holding | — | — | — | — | Aug 21, 2022 | Common Stock | 234,000 | 234,000 | D |
| Stock Option (Right to Buy)F5 | $18.15 | holding | — | — | — | — | Apr 20, 2026 | Common Stock | 9,375 | 9,375 | D |
Explanation of responses
- F1Represents 1,850 shares of restricted stock for which the Company's purchase option will lapse in installments of 463 shares on each of May 11, 2018 and May 11, 2020 and 462 shares on each of May 11, 2019 and May 11, 2021.
- F2Represents 1,850 shares of performance-based restricted stock for which the Company's purchase option will lapse on May 11, 2020 based on the Company's achievement of its three-year adjusted EBITDA target.
- F3Includes (i) 4,000 shares of restricted stock for which the Company's purchase option will lapse in equal installments of 1,000 shares on each of April 20, 2018, April 20, 2019, April 20, 2020 and April 20, 2021; (ii) 1,850 shares of restricted stock for which the Company's purchase option will lapse in installments of 463 shares on each of May 11, 2018 and May 11, 2020 and 462 shares on each of May 11, 2019 and May 11, 2021; and (iii) 1,850 shares of performance-based restricted stock for which the Company's purchase option will lapse on May 11, 2020 based on the Company's achievement of its three-year adjusted EBITDA target.
- F4Fully exercisable.
- F5Options to purchase 1,875 shares vest on each of April 20, 2017, April 20, 2018, April 20, 2019, April 20, 2020 and April 20, 2021.
- F6Options to purchase 1,925 shares vest on each of May 11, 2018, May 11, 2019, May 11, 2020 and May 11, 2021.