Floor & Decor (FND) Form 4 Floor & Decor / David Victor Christopherson ownership change

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^*

Christopherson David Victor

(Last) (First) (Middle)

C/O FLOOR & DECOR HOLDINGS, INC.

2500 WINDY RIDGE PARKWAY, SE

(Street)

ATLANTA GA 30339

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Floor & Decor Holdings, Inc. [ FND ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP AND GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
12/21/2023

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)
			Code	V	Amount	(A) or (D)	Price
Class A common stock, par value $0.001	12/21/2023		M		6,462	A	$44.21	43,014	D
Class A common stock, par value $0.001	12/21/2023		M		6,192	A	$31.98	49,206	D
Class A common stock, par value $0.001	12/21/2023		M		5,171	A	$57.7	54,377	D
Class A common stock, par value $0.001	12/21/2023		M		1,809	A	$95.68	56,186	D
Class A common stock, par value $0.001	12/21/2023		S(1)		19,634	D	$114.5	36,552	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$44.21	12/21/2023		M			6,462	(2)	03/28/2028	Class A common stock, par value $0.001	6,462	$0	0	D
Stock Option (right to buy)	$31.98	12/21/2023		M			6,192	(3)	11/02/2028	Class A common stock, par value $0.001	6,192	$0	0	D
Stock Option (right to buy)	$57.7	12/21/2023		M			5,171	(4)	02/24/2030	Class A Common Stock, par value $0.001	5,171	$0	2,586	D
Stock Option (right to buy)	$95.68	12/21/2023		M			1,809	(5)	03/01/2031	Class A Common Stock, par value $0.001	1,809	$0	1,808	D

Explanation of Responses:

1. The reported sale was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 18, 2023.

2. The options vested and became exercisable in five equal annual installments on March 2 of each of 2019, 2020, 2021, 2022, and 2023.

3. The options vested and became exercisable in four equal annual installments on November 2 of each of 2019, 2020, 2021, and 2022.

4. The option vests in four annual installments. The first three installments vested and became exercisable on February 24 of each of 2021, 2022, and 2023. The fourth installment will vest and become exercisable on February 24, 2024.

5. The option vests in four annual installments. The first two installments vested and became exercisable on March 1 of each of 2022 and 2023. The remaining installments will vest and become exercisable on March 1 of each of 2024 and 2025.

	/s/ Monica Shilling, by Power of Attorney	12/22/2023
	** 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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