SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Solace Capital Partners, L.P.

(Last) (First) (Middle)
11111 SANTA MONICA BLVD, SUITE 1275

(Street)
LOS ANGELES CA 90025

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/13/2018
3. Issuer Name and Ticker or Trading Symbol
Select Interior Concepts, Inc. [ SIC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 3,500,000 I(1) See Footnote(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock (2) (2) Class A Common Stock 2,083 (2) I(3) See Footnote(3)
1. Name and Address of Reporting Person*
Solace Capital Partners, L.P.

(Last) (First) (Middle)
11111 SANTA MONICA BLVD, SUITE 1275

(Street)
LOS ANGELES CA 90025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Solace General Partner, LLC

(Last) (First) (Middle)
11111 SANTA MONICA BLVD, SUITE 1275

(Street)
LOS ANGELES CA 90025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Solace Capital Special Situations Fund, L.P.

(Last) (First) (Middle)
11111 SANTA MONICA BOULEVARD
SUITE 1275

(Street)
LOS ANGELES CA 90025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
1. Name and Address of Reporting Person*
Gateway Securities Holdings, LLC

(Last) (First) (Middle)
11111 SANTA MONICA BLVD.
SUITE 1275

(Street)
LOS ANGELES CA 90025

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Remarks
Explanation of Responses:
1. Solace Capital Partners, L.P. ("Solace Capital") is the investment manager of, and Solace General Partner, LLC ("Solace GP") is the general partner of, Solace Capital Special Situations Fund, L.P. ("Solace Special Situations"), which is the 100% owner of Gateway Securities Holdings, LLC, which directly holds the Issuer's Class A Common Stock ("Common Stock") reported herein. Each of Solace Capital and Solace GP disclaims beneficial ownership of the shares of Common Stock reported herein, except to the extent of its pecuniary interest, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
2. The phantom stock is economically equivalent to Common Stock. Mr. Brett Wyard, a managing partner of each of the general partner of Solace Capital and of Solace GP, serves on the board of directors of the Issuer (the "Board") as a representative of Solace Capital. These shares were granted by the Issuer under its 2017 Incentive Compensation Plan on December 15, 2017, in connection with Mr. Wyard's service on the Board. These shares will vest in equal installments annually over three years and be settled in cash on the applicable vesting date, provided that Mr. Wyard remains in the service of the Issuer through the applicable vesting date.
3. The terms of the limited partnership agreement of Solace Special Situations require that all payments in respect of Mr. Wyard's service as a director on the Board be paid to Solace Capital. As such, Mr. Wyard does not have any right to the compensation received in connection with his service on the Board, and he therefore does not have any pecuniary interest in the phantom stock reported herein. Solace Capital disclaims beneficial ownership of the shares of phantom stock reported herein, except to the extent of its pecuniary interest, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Remarks:
Brett Wyard, a managing partner of each of the general partner of Solace Capital and of Solace GP, serves on the Board as a representative of Solace Capital. By virtue of his representation on the Board, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed to be directors of the Issuer by deputization.
Solace Capital Partners, L.P., By: Xavier Corzo, Principal, Chief Administrative Officer & Chief Compliance Officer 08/13/2018
Solace General Partner LLC, By: Xavier Corzo, Principal, Chief Administrative Officer & Chief Compliance Officer 08/13/2018
Solace Capital Special Situations Fund, L.P., By: Solace Capital Partners, L.P., its investment manager, By: Xavier Corzo, Principal, Chief Administrative Officer & Chief Compliance Officer 08/13/2018
Gateway Securities Holdings, LLC, By Solace Capital Partners, L.P., its Manager, By: Xavier Corzo, Principal, Chief Administrative Officer & Chief Compliance Officer 08/13/2018
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.