Sec Form 4 Filing - CORTEC GROUP GP, LLC @ YETI Holdings, Inc. - 2020-05-13

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person CORTEC GROUP GP, 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) 05/13/2020 (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 05/13/2020 S( 1 ) 11,758,868 D $ 28.015 5,178,976 I See Footnote ( 2 ) Common Stock 05/13/2020 S( 1 ) 270,454 D $ 28.015 119,117 I See Footnote ( 3 ) Common Stock 05/13/2020 S( 1 ) 718,898 D $ 28.015 316,625 I See Footnote ( 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 GROUP GP, LLC C/O CORTEC GROUP INC. 140 EAST 45TH STREET, 43RD FLOOR NEW YORK, NY10017 X 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 Management V (Co-Invest), 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 Signatures CORTEC GROUP GP, LLC By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date CORTEC MANAGEMENT V, LLC By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date CORTEC GROUP FUND V, L.P. By: CORTEC MANAGEMENT V, LLC, its general partner By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date CORTEC CO-INVESTMENT FUND V, LLC By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date CORTEC MANAGEMENT V (CO-INVEST), LLC By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date CORTEC GROUP FUND V (PARALLEL), L.P. By: CORTEC MANAGEMENT V (CO-INVEST), LLC, its general partner By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Cortec Group Fund V, L.P., Cortec Co-Investment Fund V, LLC and Cortec Group Fund V (Parallel), L.P. each sold shares in an offering of Common Stock by certain selling stockholders of the Issuer on May 13, 2020 at a price of $28.015 per share, after deducting underwriting discounts and commissions of $0.185 per share. ( 2 )The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Group Fund V, L.P. ( 3 )The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Co-Investment Fund V, LLC. ( 4 )The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Group Fund V (Parallel), L.P.

Remarks: See Exhibit 99 for the relationship among the reporting persons identified herein.Exhibit List:Exhibit 99

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.