Home/Filings/4/0001209191-18-051158
4//SEC Filing

Green Equity Investors V, L.P. 4

Accession 0001209191-18-051158

CIK 0001411688other

Filed

Sep 13, 8:00 PM ET

Accepted

Sep 14, 9:57 PM ET

Size

35.7 KB

Accession

0001209191-18-051158

Insider Transaction Report

Form 4
Period: 2018-09-12
GEI Capital V, LLC
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Common Stock, par value $0.01

    20,952,262
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
LGP Associates V LLC
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Common Stock, par value $0.01

    20,952,262
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • 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: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Common Stock, par value $0.01

    20,952,262
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
LEONARD GREEN PARTNERS LP
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Common Stock, par value $0.01

    20,952,262
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Common Stock, par value $0.01

    20,952,262
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
Green V Holdings, LLC
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Common Stock, par value $0.01

    20,952,262
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
LGP MANAGEMENT INC
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
  • Common Stock, par value $0.01

    20,952,262
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Common Stock, par value $0.01

    6,285,164
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Common Stock, par value $0.01

    269,118
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Common Stock, par value $0.01

    6,285,164
  • Common Stock, par value $0.01

    20,952,262
  • Common Stock, par value $0.01

    269,118
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
TCS Co-Invest, LLC
Director10% Owner
Transactions
  • Award

    Common Stock, par value $0.01

    2018-09-12+27,47427,474 total(indirect: See footnote.)
Holdings
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $18.00Exp: 2023-10-31Common Stock (40,808 underlying)
    40,808
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $17.28Exp: 2025-08-03Common Stock (35,463 underlying)
    35,463
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $4.10Exp: 2027-09-12Common Stock (128,757 underlying)
    128,757
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $21.53Exp: 2024-10-27Common Stock (30,396 underlying)
    30,396
  • Stock Option (Right to Buy)

    (indirect: See footnote.)
    Exercise: $5.35Exp: 2026-08-01Common Stock (92,025 underlying)
    92,025
  • Common Stock, par value $0.01

    20,952,262
  • Common Stock, par value $0.01

    6,285,164
  • Common Stock, par value $0.01

    269,118
Footnotes (19)
  • [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]Of the 27,474 shares of Common Stock reported, 9,159 will vest on September 12, 2019, 9,159 will vest on September 12, 2020, and 9,156 will vest on September 12, 2021.
  • [F11]Represents shares owned by Messrs. Sokoloff, Flynn, and Galashan, each of whom hold 9,158 shares of Common Stock.
  • [F12]The options reported on this row are fully vested.
  • [F13]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.
  • [F14]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.
  • [F15]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.
  • [F16]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, granted on August 1, 2016 (the "Grant Date"), shall vest and become exercisable in three equal installments as follows: (i) the first installment vested on August 1, 2017; (ii) the second installment vested on August 1, 2018; and (iii) the third investment shall vest on the earlier of (x) the day immediately preceding the third Annual Meeting following the Grant Date and (y) August 1, 2019.
  • [F17]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 30,675 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.
  • [F18]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, granted on September 12, 2017 (the "Second Grant Date"), shall vest and become exercisable in three equal installments as follows: (i) the first installment vested on September 11, 2018; (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) September 12, 2019; 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) September 12, 2020.
  • [F19]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 42,919 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 manager of GEI V, GEI Side V and Peridot Coinvest Manager LLC ("Peridot"), and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP. Peridot is the manager of LGP Associates V LLC ("Associates V"). Associates V is the manager of TCS.
  • [F3]GEI Side V, as an affiliated entity of GEI V, LGP, as the manager of GEI V, GEI Side V and Peridot, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, Holdings, as a limited partner of GEI V and GEI Side V, Peridot, as the manager of Associates V, and Associates V, as the manager of TCS, 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, the GEI V Shares and TCS's Shares, in the case of GEI V, the GEI Side V Shares and TCS's Shares, and in the case of TCS, the GEI V Shares and the GEI Side V Shares) owned by GEI V, GEI Side V, or TCS.
  • [F4]Each of GEI Side V, TCS, GEIC, Holdings, LGP, LGPM, Peridot, and Associates V 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, Holdings, Peridot and Associates V 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, Holdings, Peridot and Associates V 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]Represents shares of Common Stock of the Issuer underlying restricted stock units awarded to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan pursuant to the Issuer's Amended and Restated 2013 Incentive Award Plan on September 12, 2018. The restricted stock units represent the right to receive shares of Common Stock and vest on the schedule reported in footnote 10, subject to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan's continued service with the Issuer.

Issuer

Container Store Group, Inc.

CIK 0001411688

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001449644

Filing Metadata

Form type
4
Filed
Sep 13, 8:00 PM ET
Accepted
Sep 14, 9:57 PM ET
Size
35.7 KB