Statement of Changes in Beneficial Ownership (4)
24 July 2021 - 9:52AM
Edgar (US Regulatory)
FORM 4
[ ]
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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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
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DENNY STEVEN ALAN |
2. Issuer Name and Ticker or Trading Symbol
Floor & Decor Holdings, Inc.
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FND
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, STORE OPERATIONS |
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(Last)
(First)
(Middle)
C/O FLOOR & DECOR HOLDINGS, INC., 2500 WINDY RIDGE PARKWAY, SE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/21/2021 |
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(Street)
ATLANTA, GA 30339
(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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| Class A common stock, par value $0.001 | 7/21/2021 | | M | | 714 | A | $21 | 3154 | D |
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| Class A common stock, par value $0.001 | 7/21/2021 | | M | | 3571 | A | $21 | 6725 | D |
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| Class A common stock, par value $0.001 | 7/21/2021 | | M | | 899 | A | $57.7 | 7624 | D |
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| Class A common stock, par value $0.001 | 7/21/2021 | | S(1) | | 5184 | D | $110 | 2440 | D |
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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) | $21 | 7/21/2021 | | M | | | 714 | (2) | 4/26/2027 | Class A Common Stock, par value $0.001 | 714 | $0 | 715 | D |
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| Stock Option (right to buy) | $21 | 7/21/2021 | | M | | | 3571 | (2) | 4/26/2027 | Class A Common Stock, par value $0.001 | 3571 | $0 | 3572 | D |
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| Stock Option (right to buy) | $57.7 | 7/21/2021 | | M | | | 899 | (3) | 2/24/2030 | Class A Common Stock, par value $0.001 | 899 | $0 | 2697 | D |
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| Explanation of Responses: |
| (1) | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Denny on May 27, 2021. |
| (2) | The option vests in five equal annual installments. The first four installments vested on April 26 of each of 2018, 2019, 2020 and 2021. The remaining installment will vest and become exercisable on April 26, 2022. |
| (3) | The option vests in four equal annual installments. The first installment vested on February 24, 2021. The remaining installments will vest and become exercisable on February 24 of each of 2022, 2023 and 2024. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
DENNY STEVEN ALAN
C/O FLOOR & DECOR HOLDINGS, INC.
2500 WINDY RIDGE PARKWAY, SE
ATLANTA, GA 30339 |
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| EVP, STORE OPERATIONS |
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Signatures
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| /s/ Monica Shilling, by power of attorney | | 7/23/2021 |
| **Signature of Reporting Person | Date |
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