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*
CORTEC GROUP GP, LLC

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/13/2020
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 05/13/2020 S(1) 11,758,868 D $28.015 5,178,976 I See Footnote(2)
Common Stock 05/13/2020 S(1) 270,454 D $28.015 119,117 I See Footnote(3)
Common Stock 05/13/2020 S(1) 718,898 D $28.015 316,625 I See Footnote(4)
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*
CORTEC GROUP GP, LLC

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cortec Management V, LLC

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cortec Group Fund V, L.P.

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cortec Co-Investment Fund V, LLC

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cortec Management V (Co-Invest), LLC

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Cortec Group Fund V (Parallel), L.P.

(Last) (First) (Middle)
C/O CORTEC GROUP INC.
140 EAST 45TH STREET, 43RD FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
Explanation of Responses:
1. Cortec Group Fund V, L.P., Cortec Co-Investment Fund V, LLC and Cortec Group Fund V (Parallel), L.P. each sold shares in an offering of Common Stock by certain selling stockholders of the Issuer on May 13, 2020 at a price of $28.015 per share, after deducting underwriting discounts and commissions of $0.185 per share.
2. The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Group Fund V, L.P.
3. The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Co-Investment Fund V, LLC.
4. The amount shown represents the beneficial ownership of Common Stock held directly by Cortec Group Fund V (Parallel), L.P.
Remarks:
See Exhibit 99 for the relationship among the reporting persons identified herein.Exhibit List:Exhibit 99
CORTEC GROUP GP, LLC By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
CORTEC MANAGEMENT V, LLC By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
CORTEC GROUP FUND V, L.P. By: CORTEC MANAGEMENT V, LLC, its general partner By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
CORTEC CO-INVESTMENT FUND V, LLC By: CORTEC GROUP GP, LLC, its manager By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
CORTEC MANAGEMENT V (CO-INVEST), LLC By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
CORTEC GROUP FUND V (PARALLEL), L.P. By: CORTEC MANAGEMENT V (CO-INVEST), LLC, its general partner By: /s/ David L. Schnadig as attorney-in-fact 05/13/2020
** 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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