Statement of Changes in Beneficial Ownership (4)
October 20 2020 - 7:35PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
*
Lolmaugh Cabell |
2. Issuer Name and Ticker or Trading Symbol
TILE SHOP HOLDINGS, INC.
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TTSH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O TILE SHOP HOLDINGS, INC., 14000 CARLSON PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/17/2020 |
(Street)
PLYMOUTH, MN 55441
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 10/17/2020 | | F | | 1082 (1) | D | $3.60 | 141398 (2) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Stock Option (Right to Buy) | $10 | | | | | | | (3) | 8/21/2022 | Common Stock | 2750 | | 2750 | D | |
Stock Option (Right to Buy) | $8.58 | | | | | | | (3) | 10/21/2021 | Common Stock | 5700 | | 5700 | D | |
Stock Option (Right to Buy) | $14.19 | | | | | | | (3) | 7/14/2022 | Common Stock | 1613 | | 1613 | D | |
Stock Option (Right to Buy) | $8.5 | | | | | | | (4) | 11/6/2027 | Common Stock | 26900 | | 26900 | D | |
Stock Option (Right to Buy) | $5.55 | | | | | | | (5) | 2/22/2028 | Common Stock | 56000 | | 56000 | D | |
Stock Option (Right to Buy) | $6.26 | | | | | | | (6) | 2/20/2029 | Common Stock | 97067 | | 97067 | D | |
Explanation of Responses: |
(1) | The reporting person has elected to satisfy his tax withholding obligation in connection with the vesting of a prior restricted stock grant by directing the Issuer to withhold shares otherwise issuable upon vesting of the previously reported grant. |
(2) | Includes (i) 6,024 shares of restricted stock for which the risks of forfeiture lapse as to 3,012 shares on each of 10/17/20 and 10/17/21; (ii) 11,250 shares of restricted stock for which the risks of forfeiture will lapse as to 5,625 shares on each of 2/22/21 and 2/22/22; and (iii) 113,976 shares of restricted stock for which the risks of forfeiture will lapse as to 28,494 shares on each of 3/16/21, 3/16/22, 3/16/23 and 3/16/24. |
(3) | Fully exercisable. |
(4) | Options to purchase 6,725 shares vest on each of November 6, 2018, November 6, 2019, November 6, 2020 and November 6, 2021. |
(5) | Options to purchase 14,000 shares vest on each of February 22, 2019, February 22, 2020, February 22, 2021 and February 22, 2022. |
(6) | Options to purchase 24,266 shares vest on February 20, 2020 and options to purchase 24,267 shares vest on each of February 20, 2021, February 20, 2022 and February 20, 2023. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Lolmaugh Cabell C/O TILE SHOP HOLDINGS, INC. 14000 CARLSON PARKWAY PLYMOUTH, MN 55441 | X |
| Chief Executive Officer |
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Signatures
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/s/ Cabell Lolmaugh | | 10/20/2020 |
**Signature of Reporting Person | Date |