SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* AEA INVESTORS LP (Last) (First) (Middle) 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/03/2016	3. Issuer Name and Ticker or Trading Symbol At Home Group Inc. [ HOME ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	27,355,932	I	See footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* AEA INVESTORS LP (Last) (First) (Middle) 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GRD Holding GP LLC (Last) (First) (Middle) C/O AEA INVESTORS LP 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GRD Holding-A LLC (Last) (First) (Middle) C/O AEA INVESTORS LP 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GRD Holding-A LP (Last) (First) (Middle) C/O AEA INVESTORS LP 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GRD Holding LP (Last) (First) (Middle) C/O AEA INVESTORS LP 666 FIFTH AVENUE, 36TH FLOOR (Street) NEW YORK NY 10103 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These shares of common stock of the issuer consist of (i) 20,890,234 shares directly held by GRD Holding LP, whose general partner is GRD Holding GP LLC, whose sole member is AEA Investors LP, (ii) 2,008,050 shares directly held by GRD Holding-A LP, whose general partner is GRD Holding-A LLC, whose sole member is AEA Investors LP, and (iii) 4,457,648 shares directly held by GRD Holding AEA LLC, whose members are AEA Investors 2006 Participant Fund LP, AEA Investors 2006 QP Participant Fund LP, AEA Investors 2006 Fund L.P., and AEA Investors 2006 Fund II L.P. The general partner of each of AEA Investors 2006 Participant Fund LP and AEA Investors 2006 QP Participant Fund LP is AEA Investors 2006 PF LLC, whose sole member is AEA Management LLC. The general partner of each of AEA Investors 2006 Fund L.P. and AEA Investors 2006 Fund II L.P. is AEA Investors Partners 2006 L.P., whose general partner is AEA Management (Cayman) Ltd.

2. Each of GRD Holding GP LLC and AEA Investors LP may be deemed to share beneficial ownership of the shares of common stock of the issuer held of record by GRD Holding LP, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. Each of GRD Holding-A LLC and AEA Investors LP may be deemed to share beneficial ownership of the shares of common stock of the issuer held of record by GRD Holding-A LP, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. (continued in footnote 3)

3. Each of AEA Investors 2006 Participant Fund LP, AEA Investors 2006 QP Participant Fund LP, AEA Investors 2006 PF LLC, AEA Management LLC, AEA Investors 2006 Fund L.P., AEA Investors 2006 Fund II L.P., AEA Investors Partners 2006 L.P. and AEA Management (Cayman) Ltd. may be deemed to share beneficial ownership of the shares of common stock of the issuer held of record by GRD Holding AEA LLC, but each disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. John L. Garcia, the Chairman and Chief Executive Officer of AEA Investors LP, the sole member of AEA Management LLC and the sole stockholder and director of AEA Management (Cayman) Ltd., may also be deemed to have beneficial ownership of the shares of common stock of the issuer held of record by GRD Holding LP, GRD Holding-A LP and GRD Holding AEA LLC, but Mr. Garcia disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.

4. Due to the limitations of the Securities and Exchange Commission's EDGAR system, AEA Management (Cayman) Ltd., AEA Management LLC, AEA Investors Partners 2006 L.P., AEA Investors 2006 PF LLC, AEA Investors 2006 Fund L.P., AEA Investors 2006 Fund II L.P., AEA Investors 2006 Participant Fund LP, AEA Investors 2006 QP Participant Fund LP, GRD Holding AEA LLC and John L. Garcia filed a separate Form 3.

	AEA Investors LP, by /s/ Barbara L. Burns, Vice President	08/03/2016
	GRD Holding GP LLC, by /s/ Barbara L. Burns, Vice President	08/03/2016
	GRD Holding-A LLC, by /s/ Barbara L. Burns, Vice President and Secretary	08/03/2016
	GRD Holding-A LP, by GRD Holding-A LLC, its general partner, by /s/ Barbara L. Burns, Vice President and Secretary	08/03/2016
	GRD Holding LP, by GRD Holding GP LLC, its general partner, by /s/ Barbara L. Burns, Vice President	08/03/2016
	** Signature of Reporting Person	Date
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 5 (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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