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Boot Barn Holdings Inc.

11/12/2024 | Press release | Distributed by Public on 11/12/2024 15:06

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
Conroy James Grant
2. Issuer Name and Ticker or Trading Symbol
Boot Barn Holdings, Inc. [BOOT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
PRESIDENT AND CEO
(Last) (First) (Middle)
C/O BOOT BARN HOLDINGS, INC., 15345 BARRANCA PKWY 		3. Date of Earliest Transaction (Month/Day/Year)
11/08/2024
(Street)
IRVINE, CA 92618 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) 		7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/08/2024 M 3,633 A $20.94 73,576 D
Common Stock 11/08/2024 M 31,184 A $24.08 104,760 D
Common Stock 11/08/2024 M 18,880 A $28.63 123,640 D
Common Stock 11/08/2024 S 34,708 D $135.12(1) 88,932 D
Common Stock 11/08/2024 S 18,989 D $135.79(2) 69,943 D
Common Stock 11/11/2024 M 6,106 A $20.94 76,049 D
Common Stock 11/11/2024 S 9,368 D $134.63(3) 66,681 D
Common Stock 11/11/2024 S 33,615 D $135.43(4) 33,066 D
Common Stock 11/11/2024 S 8,296 D $136.49(5) 24,770 D
Common Stock 11/11/2024 S 1,100 D $137.22(6) 23,670 D
Common Stock 54,279(7) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year) 		7. Title and Amount of Underlying Securities
(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
Options $20.94 11/08/2024 M 3,633 (8) 05/21/2030 Common Stock 3,633 $ 0 6,106 D
Options $24.08 11/08/2024 M 31,184 (8) 05/21/2030 Common Stock 31,184 $ 0 0 D
Options $28.63 11/08/2024 M 18,880 (8) 05/19/2029 Common Stock 18,880 $ 0 0 D
Options $20.94 11/11/2024 M 6,106 (8) 05/21/2030 Common Stock 6,106 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Conroy James Grant
C/O BOOT BARN HOLDINGS, INC.
15345 BARRANCA PKWY
IRVINE, CA 92618 		X PRESIDENT AND CEO

Signatures

/s/ James Grant Conroy 11/12/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Reflects the weighted average price of sales on November 8, 2024. The shares were sold in multiple transactions at prices ranging from $134.46 to $135.45, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(2) Reflects the weighted average price of sales on November 8, 2024. The shares were sold in multiple transactions at prices ranging from $135.46 to $136.32, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(3) Reflects the weighted average price of sales on November 11, 2024. The shares were sold in multiple transactions at prices ranging from $133.96 to $134.95, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(4) Reflects the weighted average price of sales on November 11, 2024. The shares were sold in multiple transactions at prices ranging from $134.96 to $135.95, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(5) Reflects the weighted average price of sales on November 11, 2024. The shares were sold in multiple transactions at prices ranging from $135.97 to $136.96, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(6) Reflects the weighted average price of sales on November 11, 2024. The shares were sold in multiple transactions at prices ranging from $136.97 to $137.46, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
(7) Consists of the total number of shares of common stock underlying restricted stock units held by the reporting person as of November 11, 2024 that remain subject to time-based vesting.
(8) The Options were granted under the Company's 2014 Equity Incentive Plan and were subject to vesting over a four-year period in equal annual installments on each anniversary of the grant date.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.