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*
GRAYKEN JOHN P

(Last) (First) (Middle)
2711 NORTH HASKELL AVENUE
SUITE 1700

(Street)
DALLAS TX 75204

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Del Frisco's Restaurant Group, Inc. [ DFRG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2013
4. 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 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)
Code V Amount (A) or (D) Price
Common Stock 12/10/2013 S 6,194,667 D $18.525 0 I See footnote (1)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
GRAYKEN JOHN P

(Last) (First) (Middle)
2711 NORTH HASKELL AVENUE
SUITE 1700

(Street)
DALLAS TX 75204

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Management Co. V, Ltd.

(Last) (First) (Middle)
WASHINGTON MALL, SUITE 304
7 REID STREET

(Street)
HAMILTON, HM11 B2 Bermuda

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Partners V, L.P.

(Last) (First) (Middle)
WASHINGTON MALL, SUITE 304
7 REID STREET

(Street)
HAMILTON, HM11 B2 Bermuda

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Lone Star Fund V (U.S.) L.P.

(Last) (First) (Middle)
2711 NORTH HASKELL AVENUE
SUITE 1700

(Street)
DALLAS TX 75204

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LSF5 COI Holdings, LLC

(Last) (First) (Middle)
2711 NORTH HASKELL AVENUE
SUITE 1700

(Street)
DALLAS TX 75204

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LSF5 Wagon Holdings, LLC

(Last) (First) (Middle)
2711 NORTH HASKELL AVENUE
SUITE 1700

(Street)
DALLAS TX 75204

(City) (State) (Zip)
Explanation of Responses:
1. The shares that were sold were held directly by LSF5 Wagon Holdings, LLC ("Wagon"). John P. Grayken controls and is the sole owner of Lone Star Management Co. V, Ltd., which controls and is the general partner of Lone Star Partners V, L.P., which controls and is the general partner of Lone Star Fund V (U.S.) L.P., which controls LSF5 COI Holdings, LLC, which is the sole owner of Wagon. Each of the reporting persons disclaimed beneficial ownership of the shares except to the extent of such reporting person's pecuniary interest therein.
Remarks:
/s/ Michael D. Thomson, attorney-in-fact for John P. Grayken 12/10/2013
/s/ Marc L. Lipshy, Vice President of Lone Star Management Co. V, Ltd. 12/10/2013
/s/ Marc L. Lipshy, Vice President of Lone Star Management Co. V, Ltd., the general partner of Lone Star Partners V, L.P. 12/10/2013
/s/ Marc L. Lipshy, Vice President of Lone Star Management Co. V, Ltd., the general partner of Lone Star Partners V, L.P., the general partner of Lone Star Fund V (U.S.) L.P. 12/10/2013
/s/ Kyle Volluz, Vice President of LSF5 COI Holdings, LLC 12/10/2013
/s/ Kyle Volluz, Vice President of LSF5 Wagon Holdings, LLC 12/10/2013
** 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).
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