SEC Form 3 · accession 0000899243-18-022233
Select Interior Concepts, Inc. · SIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher Zugaro
Director
Period of report
Aug 13, 2018
Accepted (ET)
Aug 13, 2018 · 8:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001723866
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | holding | — | — | — | 2,169,485 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom StockF4,F1,F3 | — | holding | — | — | — | — | — | Class A Common Stock | 2,083 | — | I |
Explanation of responses
- F1This statement is being filed by Christopher Zugaro (the "Reporting Person"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of the Reporting Person's pecuniary interest therein.
- F2The Reporting Person may be deemed to indirectly beneficially own 2,169,485 shares of Class A Common Stock of the Issuer by reason of (i) the ownership of 987,134 shares of Class A Common Stock of the Issuer by Trive Capital Fund I LP ("Trive Fund I"), (ii) the ownership of 1,091,986 shares of Class A Common Stock of the Issuer by Trive Capital Fund I (Offshore) LP ("Trive Offshore Fund"), and (iii) the ownership of 90,365 shares of Class A Common Stock of the Issuer by Trive Affiliated Coinvestors I LP ("Trive Coinvestors Fund," and collectively with Trive Fund I and Trive Offshore Fund, the "Trive Funds"). The Reporting Person has an ownership interest in Trive Capital Holdings LLC ("Trive Holdings"), which has direct and/or indirect ownership interests in each of the general partners of the Trive Funds. The Reporting Person also has an ownership interest in Trive Coinvestors Fund.
- F3The phantom stock is economically equivalent to the Issuer's Class A Common Stock. These phantom stock were granted by the Issuer under its 2017 Incentive Compensation Plan on November 22, 2017, in connection with the Reporting Person's service on the board of directors of the Issuer (the "Board"). These phantom stock will vest in equal installments annually over three years and be settled in cash on the applicable vesting date so long as the Reporting Person continues to serve on the Board through the applicable vesting date.
- F4The terms of the arrangements between the Reporting Person and entities affiliated with the Trive Funds require that all payments in respect of the Reporting Person's service as a director on the Board be paid to the Trive Funds. As such, the Reporting Person holds the phantom stock for the benefit of the Trive Funds. Because the Reporting Person has an ownership interest in Trive Holdings (which has direct and/or indirect ownership interests in each of the general partners of the Trive Funds), the Reporting Person may also be deemed to indirectly beneficially own the phantom stock.