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LGP MANAGEMENT INC 4

Accession 0001209191-15-064242

CIK 0001411688other

View on SEC.gov Company Profile

Filed

Aug 4, 8:00 PM ET

Accepted

Aug 5, 9:45 PM ET

Size

27.4 KB

Accession

0001209191-15-064242

Insider Transaction Report

Form 4

Period: 2015-08-03

Container Store Group, Inc.TCS

TCS Co-Invest, LLC

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Common Stock, par value $0.01
269,118
Common Stock, par value $0.01
20,952,262
Common Stock, par value $0.01
6,285,164

GEI Capital V, LLC

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Common Stock, par value $0.01
6,285,164
Common Stock, par value $0.01
269,118
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Common Stock, par value $0.01
20,952,262

LEONARD GREEN PARTNERS LP

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Common Stock, par value $0.01
6,285,164
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Common Stock, par value $0.01
20,952,262
Common Stock, par value $0.01
269,118

Green Equity Investors V, L.P.

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Common Stock, par value $0.01
6,285,164
Common Stock, par value $0.01
20,952,262
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Common Stock, par value $0.01
269,118
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808

Green Equity Investors Side V, L.P.

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Common Stock, par value $0.01
20,952,262
Common Stock, par value $0.01
269,118
Common Stock, par value $0.01
6,285,164

Green V Holdings, LLC

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Common Stock, par value $0.01
269,118
Common Stock, par value $0.01
6,285,164
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Common Stock, par value $0.01
20,952,262

LGP MANAGEMENT INC

Director10% Owner

Transactions

Award
Stock Option (Right to Buy)
2015-08-03+35,463→ 35,463 total(indirect: See Footnote.)
Exercise: $17.28Exp: 2025-08-03→ Common Stock (35,463 underlying)

Holdings

Common Stock, par value $0.01
269,118
Common Stock, par value $0.01
6,285,164
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $18.00Exp: 2023-10-31→ Common Stock (40,808 underlying)
40,808
Common Stock, par value $0.01
20,952,262
Stock Option (Right to Buy)
(indirect: See Footnote.)
Exercise: $21.53Exp: 2024-10-27→ Common Stock (30,396 underlying)
30,396

Footnotes (16)

[F1]Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") held directly by Green Equity Investors V, L.P. ("GEI V").
[F10]The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Mr. Sokoloff and Mr. Flynn each holding 13,603 of such options and Mr. Galashan holding 13,602 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
[F11]Subject to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan's continued service through each such vesting date, the options reported on this row shall vest and become exercisable in three equal installments as follows: (i) the first installment vested on August 2, 2015; (ii) the second installment shall vest on the earlier of (x) the day immediately preceding the date of the second annual meeting of the Issuer's stockholders (any annual meeting of the Issuer's stockholders, an "Annual Meeting") following October 27, 2014 (the "First Grant Date") and (y) August 4, 2016; and (iii) the third installment shall vest on the earlier of (x) the day immediately preceding the third Annual Meeting following the First Grant Date and (y) August 4, 2017.
[F12]The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 10,132 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
[F13]Not applicable.
[F14]Subject to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan's continued service through each such vesting date, the options reported on this row shall vest and become exercisable in three equal installments as follows: (i) the first installment shall vest on the earlier of (x) the day immediately preceding the date of the first Annual Meeting following August 3, 2015 (the "Second Grant Date") and (y) August 3, 2016; (ii) the second installment shall vest on the earlier of (x) the day immediately preceding the second Annual Meeting following the Second Grant Date and (y) August 3, 2017; and (iii) the third installment shall vest on the earlier of (x) the day immediately preceding the third Annual Meeting following the Second Grant Date and (y) August 3, 2018.
[F15]Granted as compensation for services.
[F16]The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 11,821 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
[F2]GEI V is the direct owner of 20,952,262 shares of Common Stock of the Issuer. Green Equity Investors Side V, L.P. ("GEI Side V") is the direct owner of 6,285,164 shares of Common Stock of the Issuer. TCS Co-Invest, LLC ("TCS") is the direct owner of 269,118 shares of Common Stock of the Issuer (together with GEI V's and GEI Side V's Common Stock, the "Shares"). GEI Capital V, LLC ("GEIC") is the general partner of GEI V and GEI Side V. Green V Holdings, LLC ("Holdings") is a limited partner of GEI V and GEI Side V. Leonard Green & Partners, L.P. ("LGP") is the management company of GEI V and GEI Side V, the manager of TCS, and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP.
[F3]GEI Side V, as an affiliated entity of GEI V, TCS, as an affiliated entity of GEI V, LGP, as the management company of GEI V and GEI Side V, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, and Holdings, as the limited partner of GEI V and GEI Side V directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the Shares (in the case of GEI Side V, GEI V's Shares and TCS's Shares, in the case of GEI V, GEI Side V's Shares and TCS's Shares, and in the case of TCS, GEI V's Shares and GEI Side V's Shares) owned by GEI V, GEI Side V, or TCS and, therefore, a "ten percent holder" hereunder.
[F4]Each of GEI Side V, TCS, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
[F5]Represents shares of Common Stock held directly by GEI Side V.
[F6]Each of GEI V, TCS, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
[F7]Represents shares of Common Stock held directly by TCS.
[F8]Each of GEI V, GEI Side V, LGP, LGPM, GEIC, and Holdings disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
[F9]The options reported on this row are fully vested.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

Container Store Group, Inc.

CIK 0001411688

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001175525

Filing Metadata

Form type: 4
Filed: Aug 4, 8:00 PM ET
Accepted: Aug 5, 9:45 PM ET
Size: 27.4 KB

View on SEC.gov