SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Grijalva Laurie Marie

(Last) (First) (Middle)
C/O BOOT BARN HOLDINGS, INC.
15345 BARRANCA PKWY

(Street)
IRVINE CA 92618

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Boot Barn Holdings, Inc. [ BOOT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CHIEF MERCHANDISING OFFICER
3. Date of Earliest Transaction (Month/Day/Year)
08/09/2023
4. If Amendment, Date of 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
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 08/09/2023 M 5,993 A $23.92 23,732 D
Common Stock 08/09/2023 S 5,993 D $97.22(1) 17,739 D
Common Stock 08/10/2023 M 6,749 A $6.15 24,488 D
Common Stock 08/10/2023 M 22,674 A $23.92 47,162 D
Common Stock 08/10/2023 S 35,440 D $97 11,722 D
Common Stock 12,352(2) D
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 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: 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 $23.92 08/09/2023 M 5,993 (3) 05/24/2026 Common Stock 5,993 $0 22,674 D
Options $6.15 08/10/2023 M 6,749 (4) 06/05/2025 Common Stock 6,749 $0 0 D
Options $23.92 08/10/2023 M 22,674 (3) 05/24/2026 Common Stock 22,674 $0 0 D
Options $20.94 (5) 05/21/2030 Common Stock 11,924 11,924 D
Options $24.08 (5) 05/21/2030 Common Stock 12,727 12,727 D
Options $28.63 (3) 05/19/2029 Common Stock 12,429 12,429 D
Explanation of Responses:
1. Reflects the weighted average price of sales on August 9, 2023. The shares were sold in multiple transactions at prices ranging from $97.00 to $97.90, 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. Consists of the total number of shares of common stock underlying restricted stock units held by the reporting person as of August 10, 2023 that remain subject to time-based vesting.
3. 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.
4. The Options were granted under the Company's 2014 Equity Incentive Plan and were subject to vesting over a five-year period in equal annual installments on each anniversary of the grant date.
5. The Options were granted under the Company's 2014 Equity Incentive Plan and are subject to vesting over a four-year period in equal annual installments on each anniversary of the grant date.
/s/ Laurie Marie Grijalva 08/11/2023
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

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