SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Barksdale Bryan C.

(Last)

(First)

(Middle)

C/O YETI HOLDINGS, INC.

7601 SOUTHWEST PARKWAY

(Street)

AUSTIN

78735

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
YETI Holdings, Inc. [ YETI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, GC & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/06/2020		M		13,000	A	$18	35,005	D
Common Stock	11/06/2020		M		7,000	A	$22.84	42,005	D
Common Stock	11/06/2020		S		15,800	D	$59.045⁽¹⁾	26,205	D
Common Stock	11/06/2020		S		4,200	D	$59.591⁽²⁾	22,005⁽³⁾	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$18	11/06/2020		M			13,000	⁽⁴⁾	10/24/2028	Common Stock	13,000	$0.00	39,574	D
Stock Option	$22.84	11/06/2020		M			7,000	⁽⁵⁾	02/15/2029	Common Stock	7,000	$0.00	29,579	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.515 to $59.490 per share. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon the request by the Securities and Exchange Commission staff, the Issuer or any security holder of the Issuer.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.530 to $59.730 per share. The reporting person undertakes to provide full information regarding the number of shares sold at each separate price upon the request by the Securities and Exchange Commission staff, the Issuer or any security holder of the Issuer.

3. Includes 5,869 restricted stock units and 11,990 shares of restricted stock. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock and each share of restricted stock remains subject to forfeiture, in each case in accordance with the terms of the applicable award agreement.

4. The stock options were granted on October 24, 2018. The stock options vest and become exercisable in equal installments on each of the first four anniversaries of October 24, 2018.

5. The stock options were granted on February 15, 2019. One-third of the stock option vested and became exercisable on February 15, 2020 and one-sixth of the stock option vests and becomes exercisable on each of the first four six-month anniversaries thereafter.

	By: /s/ Bryan C. Barksdale	11/10/2020
	** 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 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).
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