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Filing Details

Accession Number:: 0001209191-20-058107
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-11-12 18:09:33
Reporting Period:: 2020-11-10

Accepted Time:: 2020-11-12 18:09:33
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1411688	Container Store Group Inc.	TCS	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1175523	Leonard Green & Partners, L.p.	11111 Santa Monica Blvd Ste 2000 Los Angeles CA 90025	Yes	No	Yes	No
1175525	Lgp Management Inc	11111 Santa Monica Blvd Ste 2000 Los Angeles, CA 90025	Yes	No	Yes	No
1449640	Gei Capital V, Llc	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No
1449643	Green Equity Investors Side V, L.p.	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No
1449644	Green Equity Investors V, L.p.	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No
1449645	Green V Holdings, Llc	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No
1590842	Tcs Co-Invest, Llc	11111 Santa Monica Blvd. Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No
1632725	Peridot Coinvest Manager Llc	11111 Santa Monica Boulevard Los Angeles, CA 90025	Yes	No	Yes	No
1642447	Lgp Associates V Llc	11111 Santa Monica Boulevard Suite 2000 Los Angeles CA 90025	Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock, Par Value $0.01	Disposition	2020-11-10	140,963	$10.30	20,346,380	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-10	42,285	$10.30	6,103,415	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-10	1,811	$10.30	261,336	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-11	113,668	$10.15	20,232,712	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-11	34,098	$10.15	6,069,317	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-11	1,460	$10.15	259,876	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-12	116,061	$10.07	20,116,651	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-12	34,815	$10.07	6,034,502	No	4	S	Direct
Common Stock, Par Value $0.01	Disposition	2020-11-12	1,491	$10.07	258,385	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.01	168,414	Indirect	See footnote.

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option (Right to Buy)	$18.00	2023-10-31	40,808	40,808	Indirect
Common Stock	Stock Option (Right to Buy)	$21.53	2024-10-27	30,396	30,396	Indirect
Common Stock	Stock Option (Right to Buy)	$17.28	2025-08-03	35,463	35,463	Indirect
Common Stock	Stock Option (Right to Buy)	$5.35	2026-08-01	92,025	92,025	Indirect
Common Stock	Stock Option (Right to Buy)	$4.10	2027-09-12	128,757	128,757	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2023-10-31	40,808	40,808	Indirect
2024-10-27	30,396	30,396	Indirect
2025-08-03	35,463	35,463	Indirect
2026-08-01	92,025	92,025	Indirect
2027-09-12	128,757	128,757	Indirect

Footnotes

Represents shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") sold by Green Equity Investors V, L.P. ("GEI V").
This transaction was executed in multiple trades at prices ranging from $10.10 to $10.525. The price reported above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of Shares and prices at which the trades were effected.
Represents shares owned by GEI V.
GEI Capital V, LLC ("GEIC") is the general partner of GEI V and Green Equity Investors Side V, L.P. ("GEI Side V"). Green V Holdings, LLC ("Holdings") is a limited partner of GEI V and GEI Side V. Leonard Green & Partners, L.P. ("LGP") is the manager of GEI V, GEI Side V and Peridot Coinvest Manager LLC ("Peridot"), and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP. Peridot is the manager of LGP Associates V LLC ("Associates V"). Associates V is the manager of TCS Co-Invest, LLC ("TCS").
GEI Side V, as an affiliated entity of GEI V, LGP, as the manager of GEI V, GEI Side V and Peridot, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, Holdings, as a limited partner of GEI V and GEI Side V, Peridot, as the manager of Associates V, and Associates V, as the manager of TCS, directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the Shares (in the case of GEI Side V, the GEI V Shares and TCS's Shares, in the case of GEI V, the GEI Side V Shares and TCS's Shares, and in the case of TCS, the GEI V Shares and the GEI Side V Shares) owned by GEI V, GEI Side V, or TCS.
Each of GEI Side V, TCS, GEIC, Holdings, LGP, LGPM, Peridot, and Associates V disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
Represents shares of Common Stock sold by GEI Side V.
Represents shares owned by GEI Side V.
Each of GEI V, TCS, LGP, LGPM, GEIC, Holdings, Peridot and Associates V disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
Represents shares of Common Stock sold by TCS.
Represents shares of Common Stock owned by TCS.
Each of GEI V, GEI Side V, LGP, LGPM, GEIC, Holdings, Peridot and Associates V disclaims beneficial ownership of the Shares reported herein, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owners of such securities for purposes of Section 16 or for any other purposes.
This transaction was executed in multiple trades at prices ranging from $10.05 to $10.325. The price reported above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of Shares and prices at which the trades were effected.
This transaction was executed in multiple trades at prices ranging from $9.98 to $10.385. The price reported above reflects the weighted average sale price. The Reporting Persons hereby undertake to provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer full information regarding the number of Shares and prices at which the trades were effected.
Represents shares of restricted Common Stock owned by Messrs. Sokoloff, Flynn, and Galashan, each of whom hold 56,138 shares of restricted Common Stock.
The options reported on this row are fully vested.
The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Mr. Sokoloff and Mr. Flynn each holding 13,603 of such options and Mr. Galashan holding 13,602 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 10,132 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 11,821 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 30,675 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.
The options reported on this row were granted to Jonathan D. Sokoloff, Timothy J. Flynn, and J. Kristofer Galashan in respect of their service on the Issuer's board of directors for the benefit of LGP, with Messrs. Sokoloff, Flynn, and Galashan each holding 42,919 of such options. Each of Messrs. Sokoloff, Flynn, and Galashan disclaims beneficial ownership of such options, except to the extent of his pecuniary interest therein. LGP directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of such options.