TILE SHOP (TTSH) CEO Cabell Lolmaugh awarded 120,000 stock options

Rhea-AI Filing Summary

TILE SHOP HOLDINGS, INC. Chief Executive Officer Cabell Lolmaugh received a grant of stock options covering 120,000 shares of common stock. The options have an exercise price of $0.0000 per share and were awarded as a grant or other acquisition.

According to the filing, these options vest in three substantially equal installments on 3/2/2027, 3/2/2028 and 3/2/2029, subject to Mr. Lolmaugh’s continuous employment on each vesting date. The filing also notes existing restricted stock and performance-based restricted stock awards whose forfeiture risks lapse over 2026–2028, contingent on continued employment and the company achieving specified performance targets.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Lolmaugh Cabell

(Last) (First) (Middle)

C/O TILE SHOP HOLDINGS, INC.

14000 CARLSON PARKWAY

(Street)

PLYMOUTH MN 55441

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TILE SHOP HOLDINGS, INC. [ TTSH ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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
Common Stock								197,814(1)(2)	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)	$3.41	03/02/2026		A		120,000		(3)	03/02/2036	Common Stock	120,000	$0	120,000	D
Stock Option (Right to Buy)	$8.5							(4)	11/06/2027	Common Stock	26,900		26,900	D
Stock Option (Right to Buy)	$5.55							(4)	02/22/2028	Common Stock	56,000		56,000	D
Stock Option (Right to Buy)	$6.26							(4)	02/20/2029	Common Stock	97,067		97,067	D

Explanation of Responses:

1. Includes (i) 6,173 shares of restricted stock for which the risks of forfeiture will lapse on 3/6/26; (ii) 10,083 shares of restricted stock for which the risks of forfeiture will lapse in equal annual installments on each of 3/4/26 and 3/4/27; (iii) 13,542 shares of restricted stock for which the risks of forfeiture will lapse in equal annual installments on each of 3/3/26, 3/3/27 and 3/3/28; and

2. (iv) the following shares of performance-based restricted stock, which are, in each case, subject to Mr. Lolmaugh remaining in continuous employment with the Issuer through December 31 of the year preceding the applicable vesting date and the Issuer achieving its performance target for each respective year: (A) 12,099 shares for which the risks of forfeiture will lapse on the date the Issuer releases its annual financial statements for the 2026 fiscal year; and (B) 10,833 shares for which the risks of forfeiture will lapse as to 30% and 40% of the initial number of shares granted on each of the dates the Issuer releases its annual financial statements for the 2026 and 2027 fiscal years, respectively. The Issuer's Form 10-K for the year ended December 31, 2025 contains additional information regarding the applicable performance targets.

3. The options vest in three substantially equal installments on each of 3/2/2027, 3/2/2028 and 3/2/2029, subject to continuous employment as of the applicable vesting date.

4. Fully exercisable.

	/s/ Mark B. Davis, as Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did TTSH CEO Cabell Lolmaugh report in this Form 4 filing?

Cabell Lolmaugh reported receiving a grant of stock options for 120,000 shares of TILE SHOP HOLDINGS, INC. common stock at an exercise price of $0.0000 per share. The grant is classified as a grant, award, or other acquisition of derivative securities.

How do the new TTSH CEO stock options vest for Cabell Lolmaugh?

The 120,000 stock options granted to Cabell Lolmaugh vest in three substantially equal installments on 3/2/2027, 3/2/2028, and 3/2/2029. Each vesting installment is conditioned on his continuous employment with TILE SHOP HOLDINGS, INC. through the applicable vesting date.

What restricted stock awards does TTSH CEO Cabell Lolmaugh currently hold?

Cabell Lolmaugh holds several restricted stock awards, including 6,173 shares vesting on 3/6/2026, and additional tranches vesting annually in 2026, 2027, and 2028. These restricted shares are subject to risks of forfeiture that lapse on specified calendar dates.

What performance-based restricted stock does TTSH’s CEO have outstanding?

Performance-based restricted stock includes 12,099 shares vesting when TILE SHOP releases its 2026 fiscal year financial statements, and 10,833 shares vesting 30% and 40% upon 2026 and 2027 statement releases. Vesting requires continuous employment and achievement of the company’s stated performance targets.

Does this TTSH Form 4 show any insider stock sales by the CEO?

The filing does not report any stock sales by Cabell Lolmaugh. It records an acquisition of 120,000 stock options and updates of existing holdings. Transaction codes and summary data indicate one acquisition transaction and no reported sales or dispositions in this Form 4.

What are Cabell Lolmaugh’s reported common stock holdings after these transactions?

The Form 4 indicates total direct holdings of 197,814 shares of TILE SHOP common stock following the reported transactions. This figure includes restricted and performance-based restricted stock described in the footnotes, which remain subject to vesting and forfeiture conditions over the next several years.