Form 4: Fund 1 Investments Exercises Tile Shop Swaps

Fund 1 Investments, a 10% owner of Tile Shop Holdings, Inc., exercised 482,703 cash-settled total return swap agreements on December 12, 2025, at $6.4873 per swap.

Summary

• Fund 1 Investments, LLC, identified as a Director and 10% Owner of TILE SHOP HOLDINGS, INC. (TTSH), reported a transaction on December 12, 2025.
• The reporting person exercised 482,703 cash-settled total return swap agreements.
• Each swap agreement was exercised at a price of $6.4873.
• Following this transaction, Fund 1 Investments, LLC beneficially owns 0 derivative securities of this specific type.
• The underlying security for these swaps was 482,703 shares of Common Stock.
• The securities are held indirectly by private investment vehicles for which Pleasant Lake Partners LLC serves as investment adviser, with Fund 1 Investments, LLC serving as managing member of Pleasant Lake Partners LLC.

Sentiment

Score: 5

Explanation: Neutral, as this is a factual report of an insider transaction without explicit positive or negative implications for the company's operations or financial performance. The exercise of a swap is a routine financial event for the holder.

Positives

• The reporting person successfully closed out a significant derivative position, realizing a cash settlement from the exercise of the swap agreements.

Negatives

• Without knowing the market price of TILE SHOP HOLDINGS, INC. common stock at the time of exercise, it is not possible to determine if the exercise price of $6.4873 per swap represents a gain or loss relative to the market value.

Risks

• The Reporting Person disclaims beneficial ownership of the securities reported except to the extent of its pecuniary interest therein, which is a standard disclaimer for indirect holdings.

Future Outlook

The cash-settled total return swap agreements had an original expiration date of April 7, 2028, with provisions for automatic 12-month extensions unless one party provides written notice at least 30 calendar days prior to the first extension or 15 days prior to any subsequent extension.

Industry Context

This filing reports a specific insider derivative transaction by a significant shareholder and director. It does not provide broader industry context or trends, focusing solely on the reporting person's investment activity in Tile Shop Holdings, Inc.

Stakeholder Impact

• Shareholders: The exercise of cash-settled swaps does not directly dilute existing shareholders as no new shares are issued or repurchased. It reflects a significant shareholder's decision regarding their derivative exposure to the company.

Key Dates

Keywords

Tile Shop Holdings, TTSH, Fund 1 Investments, SEC Form 4, Beneficial Ownership, Cash-Settled Total Return Swap, Derivative, Insider Transaction, 10% Owner