X0306 4 2020-11-05 0 0001411688 Container Store Group, Inc. TCS 0001316551 Flynn Timothy John 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES CA 90025 1 0 1 0 Common Stock, par value $0.01 2020-11-05 4 S 0 310354 10.48 D 27196190 I See footnote. Common Stock, par value $0.01 2020-11-06 4 S 0 200000 9.99 D 26996190 I See footnote. Common Stock, par value $0.01 2020-11-09 4 S 0 83482 9.89 D 26912708 I See footnote Common Stock, par value $0.01 2020-11-09 4 S 0 16518 10.47 D 26896190 I See footnote Common Stock, par value $0.01 56138 D Stock Option (Right to Buy) 18.00 2023-10-31 Common Stock 13603 13603 D Stock Option (Right to Buy) 21.53 2024-10-27 Common Stock 10132 10132 D Stock Option (Right to Buy) 17.28 2025-08-03 Common Stock 11821 11821 D Stock Option (Right to Buy) 5.35 2026-08-01 Common Stock 30675 30675 D Stock Option (Right to Buy) 4.10 2027-09-12 Common Stock 42919 42919 D Represents shares of Common Stock, par value $0.01 per share (the "Common Stock") sold by Green Equity Investors V, L.P. ("GEI V"), Green Equity Investors Side V, L.P. ("GEI Side V"), and TCS Co-Invest, LLC ("TCS"). Of the shares of Common Stock sold, 236,403 were sold by GEI V, 70,915 were sold by GEI Side V, and 3,036 were sold by TCS. This transaction was executed in multiple trades at prices ranging from $10.20 to $10.60. The price reported reflects the weighted average sale price. Mr. Flynn hereby undertakes 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 Side V, and TCS. Of the shares of Common Stock reported, 20,715,859 are owned by GEI V, 6,214,249 are owned by GEI Side V, and 266,082 are owned by TCS. Mr. Flynn 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 the shares owned by GEI V, GEI Side V, and TCS. Mr. Flynn disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Represents shares of Common Stock sold by GEI V, GEI Side V, and TCS. Of the shares of Common Stock sold, 152,344 were sold by GEI V, 45,699 were sold by GEI Side V, and 1,957 were sold by TCS. This transaction was executed in multiple trades at prices ranging from $9.74 to $10.225. The price reported reflects the weighted average sale price. Mr. Flynn hereby undertakes 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 Side V, and TCS. Of the shares of Common Stock reported, 20,563,515 are owned by GEI V, 6,168,550 are owned by GEI Side V, and 264,125 are owned by TCS. Represents shares of Common Stock sold by GEI V, GEI Side V, and TCS. Of the shares of Common Stock sold, 63,590 were sold by GEI V, 19,075 were sold by GEI Side V, and 817 were sold by TCS. This transaction was executed in multiple trades at prices ranging from $9.45 to $10.40. The price reported reflects the weighted average sale price. Mr. Flynn hereby undertakes 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 Side V, and TCS. Of the shares of Common Stock Reported 20,499,925 are owned by GEI V, 6,149,475 are owned by GEI Side V, and 263,308 are owned by TCS. Represents shares of Common Stock sold by GEI V, GEI Side V, and TCS. Of the shares of Common Stock sold, 12,582 were sold by GEI V, 3,775 were sold by GEI Side V, and 161 were sold by TCS. This transaction was executed in multiple trades at prices ranging from $10.455 to $10.60. The price reported reflects the weighted average sale price. Mr. Flynn hereby undertakes 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 Side V, and TCS. Of the shares of Common Stock Reported 20,487,343 are owned by GEI V, 6,145,700 are owned by GEI Side V, and 263,147 are owned by TCS. Represents shares of restricted Common Stock awarded to the reporting person as compensation for services as a member of the Issuer's Board of Directors. The options on this row are fully vested. The options reported on this row are held by Mr. Flynn for the benefit of LGP. Mr. Flynn disclaims beneficial ownership of these securities. /s/ Andrew C. Goldberg, attorney-in-fact 2020-11-09