Boot Barn Holdings, Inc. — Director's Dealing 2021

May 19, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Boot Barn Holdings, Inc. (BOOT)
CIK: 0001610250
Period of Report: 2021-05-14

Reporting Person: BETTINELLI GREG (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-05-14	Common Stock	A	1277	—	Acquired	4859	Direct
2021-05-17	Common Stock	M	12500	$8.00	Acquired	12500	Direct
2021-05-17	Common Stock	S	12500	$77.0243	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-05-17	Options	$8.00	M	12500	Disposed	2022-01-27	Common Stock (12500)	Direct

Footnotes

F1: Consists of shares underlying restricted stock units granted under the Company's 2020 Equity Incentive Plan, subject to vesting on the first anniversary of the date of grant.

F2: Consists of the total number of shares of common stock underlying restricted stock units held by the reporting person as of May 14, 2021 that remain subject to time-based vesting.

F3: Reflects the weighted average price of sales on May 17, 2021. The shares were sold in multiple transactions at prices ranging from $77.00 to $77.27, inclusive. The reporting person undertakes to provide to Boot Barn Holdings, Inc., any security holder of Boot Barn Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F4: Consists of the number of shares of common stock held by the reporting person as of May 17, 2021 that are not subject to further vesting conditions.

F5: The Options were granted under the Company's 2011 Equity Incentive Plan and vested on the one-year anniversary of the grant date.