Sec Form 4 Filing - Love Michael A @ Boot Barn Holdings, Inc. - 2022-05-22

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Love Michael A
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)
SENIOR VICE PRESIDENT STORES
(Last) (First) (Middle)
C/O BOOT BARN HOLDINGS, INC., 15345 BARRANCA PKWY
3. Date of Earliest Transaction (MM/DD/YY)
05/22/2022
(Street)
IRVINE, CA92618
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/22/2022 F( 1 ) 479 D $ 72.06 9,595 D
Common Stock 05/24/2022 F( 2 ) 276 D $ 66.75 10,019 D
Common Stock 9,379( 3 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Love Michael A
C/O BOOT BARN HOLDINGS, INC.
15345 BARRANCA PKWY
IRVINE, CA92618
SENIOR VICE PRESIDENT STORES
Signatures
/s/ Michael A. Love 05/25/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 22, 2022, in connection with the vesting of shares underlying 1,427 previously disclosed restricted stock units, the issuer withheld 479 shares of common stock to satisfy withholding taxes due in connection with such vesting. Such shares had a market value of $72.06 per share, the closing price of the common stock on the first trading day following the vesting date. Amount of securities beneficially owned consists of the number of shares of common stock held by the reporting person as of May 22, 2022, including the shares awarded in connection with such vesting, but excluding any shares of common stock subject to further vesting conditions.
( 2 )On May 24, 2022, in connection with the vesting of shares underlying 700 previously disclosed restricted stock units, the issuer withheld 276 shares of common stock to satisfy withholding taxes due in connection with such vesting. Such shares had a market value of $66.75 per share, the closing price of the common stock on the vesting date. Amount of securities beneficially owned consists of the number of shares of common stock held by the reporting person as of May 24, 2022, including the shares awarded in connection with such vesting, but excluding any shares of common stock subject to further vesting conditions.
( 3 )Consists of the total number of shares of common stock underlying restricted stock units held by the reporting person as of May 24, 2022 that remain subject to time-based vesting.

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).

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