3//SEC Filing
Gateway Securities Holdings, LLC 3
Accession 0000905148-18-000695
CIK 0001723866other
Filed
Aug 12, 8:00 PM ET
Accepted
Aug 13, 8:15 PM ET
Size
13.1 KB
Accession
0000905148-18-000695
Insider Transaction Report
Form 3
Solace Capital Special Situations Fund, L.P.
10% OwnerOther
Holdings
- 3,500,000(indirect: See Footnote)
Class A Common Stock
- (indirect: See Footnote)
Phantom Stock
→ Class A Common Stock (2,083 underlying)
Gateway Securities Holdings, LLC
10% OwnerOther
Holdings
- 3,500,000(indirect: See Footnote)
Class A Common Stock
- (indirect: See Footnote)
Phantom Stock
→ Class A Common Stock (2,083 underlying)
Solace Capital Partners, L.P.
10% OwnerOther
Holdings
- (indirect: See Footnote)
Phantom Stock
→ Class A Common Stock (2,083 underlying) - 3,500,000(indirect: See Footnote)
Class A Common Stock
Solace General Partner, LLC
10% OwnerOther
Holdings
- (indirect: See Footnote)
Phantom Stock
→ Class A Common Stock (2,083 underlying) - 3,500,000(indirect: See Footnote)
Class A Common Stock
Footnotes (3)
- [F1]Solace Capital Partners, L.P. ("Solace Capital") is the investment manager of, and Solace General Partner, LLC ("Solace GP") is the general partner of, Solace Capital Special Situations Fund, L.P. ("Solace Special Situations"), which is the 100% owner of Gateway Securities Holdings, LLC, which directly holds the Issuer's Class A Common Stock ("Common Stock") reported herein. Each of Solace Capital and Solace GP disclaims beneficial ownership of the shares of Common Stock reported herein, except to the extent of its pecuniary interest, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F2]The phantom stock is economically equivalent to Common Stock. Mr. Brett Wyard, a managing partner of each of the general partner of Solace Capital and of Solace GP, serves on the board of directors of the Issuer (the "Board") as a representative of Solace Capital. These shares were granted by the Issuer under its 2017 Incentive Compensation Plan on December 15, 2017, in connection with Mr. Wyard's service on the Board. These shares will vest in equal installments annually over three years and be settled in cash on the applicable vesting date, provided that Mr. Wyard remains in the service of the Issuer through the applicable vesting date.
- [F3]The terms of the limited partnership agreement of Solace Special Situations require that all payments in respect of Mr. Wyard's service as a director on the Board be paid to Solace Capital. As such, Mr. Wyard does not have any right to the compensation received in connection with his service on the Board, and he therefore does not have any pecuniary interest in the phantom stock reported herein. Solace Capital disclaims beneficial ownership of the shares of phantom stock reported herein, except to the extent of its pecuniary interest, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Documents
Issuer
Select Interior Concepts, Inc.
CIK 0001723866
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001750068
Filing Metadata
- Form type
- 3
- Filed
- Aug 12, 8:00 PM ET
- Accepted
- Aug 13, 8:15 PM ET
- Size
- 13.1 KB