Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-21-010406
Date:2021-02-10
Issuer: CONTAINER STORE GROUP, INC. (TCS)
Original Submission Date:

Reporting Person:

SOKOLOFF JONATHAN D
11111 SANTA MONICA BOULEVARD
SUITE 2000 LOS ANGELES, CA 90025

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK, PAR VALUE $0.01 2021-02-10 S 5,000,000 d $15.15 15,334,006 indirect f4
COMMON STOCK, PAR VALUE $0.01 2021-02-10 0 $0.00 56,138 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 18.0 2021-02-10 deemed execution date 0 ( ) 2023-10-31 common stock 13,603 $18.00 13,603 direct
STOCK OPTION (RIGHT TO BUY) 21.53 2021-02-10 deemed execution date 0 ( ) 2024-10-27 common stock 10,132 $21.53 10,132 direct
STOCK OPTION (RIGHT TO BUY) 17.28 2021-02-10 deemed execution date 0 ( ) 2025-08-03 common stock 11,821 $17.28 11,821 direct
STOCK OPTION (RIGHT TO BUY) 5.35 2021-02-10 deemed execution date 0 ( ) 2026-08-01 common stock 30,675 $5.35 30,675 direct
STOCK OPTION (RIGHT TO BUY) 4.1 2021-02-10 deemed execution date 0 ( ) 2027-09-12 common stock 42,919 $4.10 42,919 direct
Footnotes
IDfootnote
f1 represents shares of common stock, par value $0.01 per share (the "common stock") sold by green equity investors v, l.p. ("gei v"), green equity investors side v, l.p. ("gei side v"), and tcs co-invest, llc ("tcs"). of the shares of common stock sold, 3,808,596 were sold by gei v, 1,142,485 were sold by gei side v, and 48,919 were sold by tcs.
f2 represents shares owned by gei v, gei side v, and tcs. of the shares of common stock reported, 11,680,206 are owned by gei v, 3,503,776 are owned by gei side v, and 150,024 are owned by tcs.
f3 the common stock reported on this row is subject to a lock-up agreement and cannot be sold without underwriter consent until 30 days after the date of the prospectus relating to the transactions reported hereon.
f4 mr. sokoloff 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 the shares owned by gei v, gei side v, and tcs. mr. sokoloff disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of section 16 or for any other purpose.
f5 represents shares of restricted common stock awarded to the reporting person as compensation for services as a member of the issuer's board of directors.
f6 the options on this row are fully vested.
f7 the options reported on this row are held by mr. sokoloff for the benefit of lgp. mr. sokoloff disclaims beneficial ownership of these securities.
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