Sec Form 4 Filing - Cortec Management V, LLC @ YETI Holdings, Inc. - 2019-05-13

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
Cortec Management V, LLC
2. Issuer Name and Ticker or Trading Symbol
YETI Holdings, Inc. [ YETI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O CORTEC GROUP INC., 140 EAST 45TH STREET, 43RD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
05/13/2019
(Street)
NEW YORK, NY10017
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 05/13/2019 S 5,479,338 D $ 28.5 35,997,402 I See Footnotes ( 1 ) ( 2 )
Common Stock 05/13/2019 S 126,025 D $ 28.5 827,940 I See Footnotes ( 2 ) ( 3 )
Common Stock 05/13/2019 S 334,988 D $ 28.5 2,200,761 I See Footnotes ( 2 ) ( 4 )
Common Stock 05/15/2019 S 821,900 D $ 28.5 35,175,502 I See Footnotes ( 1 ) ( 2 )
Common Stock 05/15/2019 S 18,903 D $ 28.5 809,037 I See Footnotes ( 2 ) ( 3 )
Common Stock 05/15/2019 S 50,248 D $ 28.5 2,150,513 I See Footnotes ( 2 ) ( 4 )
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
Cortec Management V, LLC
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR
NEW YORK, NY10017
X
Cortec Group Fund V, L.P.
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR
NEW YORK, NY10017
X
Cortec Co-Investment Fund V, LLC
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR
NEW YORK, NY10017
X
Cortec Group Fund V (Parallel), L.P.
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR
NEW YORK, NY10017
X
Cortec Management V (Co-Invest), LLC
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR
NEW YORK, NY10017
X
Signatures
Cortec Management V, LLC By: /s/ David L. Schnadig, as Attorney-in-Fact 05/15/2019
Signature of Reporting Person Date
Cortec Group Fund V, L.P. By: /s/ David L. Schnadig, as Attorney-in-Fact 05/15/2019
Signature of Reporting Person Date
Cortec Co-Investment Fund V, LLC By: /s/ David L. Schnadig, as Attorney-in-Fact 05/15/2019
Signature of Reporting Person Date
Cortec Group Fund V (Parallel), L.P. By: /s/ David L. Schnadig, as Attorney-in-Fact 05/15/2019
Signature of Reporting Person Date
Cortec Management V (Co-Invest), LLC By: /s/ David L. Schnadig, as Attorney-in-Fact 05/15/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of common stock held by Cortec Group Fund V, L.P. Cortec Management V, LLC is the managing general partner of Cortec Group Fund V, L.P.
( 2 )The Reporting Persons are party to a Voting Agreement pursuant to which the Reporting Persons may be deemed to have beneficial ownership over shares of common stock held by other parties to the Voting Agreement. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
( 3 )Represents shares of common stock held by Cortec Co-Investment Fund V, LLC.
( 4 )Represents shares of common stock held by Cortec Group Fund V (Parallel), L.P. Cortec Management V (Co-Invest), LLC is the general partner of Cortec Group Fund V (Parallel), L.P. As Cortec Group Fund V (Parallel), L.P. is required by the terms of its limited partnership agreement to dispose of its equity investments in the same manner and at the same time as Cortec Group Fund V, L.P., Cortec Management V, LLC may also be deemed to have investment control over the shares of common stock held by Cortec Group Fund V (Parallel), L.P.

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