Sec Form 4 Filing - Magliacano Marc @ Leslie's, Inc. - 2023-03-15

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
Magliacano Marc
2. Issuer Name and Ticker or Trading Symbol
Leslie's, Inc. [ LESL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former Director
(Last) (First) (Middle)
2005 EAST INDIAN SCHOOL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/15/2023
(Street)
PHOENIX, AZ85016
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, par value $0.001 per share 03/15/2023 M 6,098 ( 1 ) A $ 0 15,658 ( 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 (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
Restricted Stock Units $ 0 ( 1 ) 03/15/2023 M 6,098 03/15/2023 03/15/2023 Common Stock 6,098 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Magliacano Marc
2005 EAST INDIAN SCHOOL ROAD
PHOENIX, AZ85016
Former Director
Signatures
/s/ Brad A. Gazaway, as Attorney-in-Fact for Marc Magliacano 03/17/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported transaction reflects a vesting of the Issuer's Restricted Stock Units ("RSUs"). Each RSU represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's Common Stock. The RSUs vesting date was the earlier of (a) March 16, 2023 or (b) the day prior to the Company's annual meeting of stockholders held in March 2023 (the earlier of (a) and (b) referred to as the "Vesting Date"), subject to Mr. Magliacano's continuous service as a member of the Board until the Vesting Date.
( 2 )Mr. Magliacano has entered into a Nominee and Indemnity Agreement, pursuant to which he has agreed that all equity awards granted to him for his service as director of the Issuer are held, from the date of grant, for the benefit of Bubbles Investor Aggregator, L.P. ("Bubbles Investor"). Bubbles Investor, together with C8 Management, L.L.C., as the general partner of Bubbles Investor (each of the foregoing, the "L Catterton Entities"), may be deemed to have shared beneficial ownership of the equity awards granted to and held by Mr. Magliacano. Solely for purposes of Section 16 of the Securities and Exchange Act of 1934, as amended, the L Catterton Entities may be deemed directors by deputization with respect to the Issuer.

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).
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