Tile Shop CEO forfeits 32,015 performance shares

Tile Shop Holdings CEO Cabell Lolmaugh reported a disposition to the issuer of 32,015 shares of common stock on February 26, 2026.

Rhea-AI Filing Summary

Tile Shop Holdings CEO Cabell Lolmaugh reported a disposition to the issuer of 32,015 shares of common stock on February 26, 2026. According to the footnotes, this represents forfeiture of unvested performance-based restricted stock granted in 2023, 2024 and 2025 because the applicable performance targets were not achieved.

After this forfeiture, he directly holds 197,814 shares of common stock, including several tranches of time-based and performance-based restricted stock with future vesting tied to continued employment and company performance. He also reports multiple stock option positions, with at least one noted as fully exercisable.

Insider Trade Summary

Disposition: 32,015 shares

Disposition 4 txns

Insider Lolmaugh Cabell

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Disposition	Common Stock	32,015	$0.00	$0.00
holding	Stock Option (Right to Buy)	--	--	--
holding	Stock Option (Right to Buy)	--	--	--
holding	Stock Option (Right to Buy)	--	--	--

Holdings After Transaction: Common Stock — 197,814 shares (Direct); Stock Option (Right to Buy) — 179,967 contracts (Direct)

Footnotes (4)

1. F1. Represents forfeiture of unvested performance-based restricted stock granted in 2023, 2024 and 2025 as a result of the applicable performance targets not being achieved.
2. F2. 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
3. F3. (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.
4. F4. Fully exercisable.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Tile Shop (TTSH) CEO Cabell Lolmaugh report in this Form 4?

Cabell Lolmaugh reported a disposition to Tile Shop of 32,015 common shares. Footnotes explain this was a forfeiture of unvested performance-based restricted stock after performance targets tied to 2023–2025 grants were not achieved.

Was the Tile Shop (TTSH) CEO’s Form 4 transaction a market sale of shares?

No, the Form 4 describes a disposition to the issuer with a zero per-share price. Footnotes state it reflects forfeiture of unvested performance-based restricted stock, not an open-market sale for cash proceeds.

How many Tile Shop (TTSH) shares does the CEO hold after the reported forfeiture?

After the reported forfeiture, Cabell Lolmaugh directly owns 197,814 shares of Tile Shop common stock. This figure includes multiple time-based and performance-based restricted stock awards that remain subject to future vesting conditions.

What performance conditions are tied to the CEO’s remaining Tile Shop (TTSH) performance-based shares?

Remaining performance-based restricted stock vests only if Mr. Lolmaugh stays continuously employed through specified dates and Tile Shop meets its performance targets. Some tranches vest when the company releases its annual financial statements for the 2026 and 2027 fiscal years.

Does the Tile Shop (TTSH) CEO hold stock options in addition to common and restricted shares?

Yes, the Form 4 lists several stock option holdings described as rights to buy Tile Shop shares. One option position is specifically noted as fully exercisable, and all options are reported as held directly by Mr. Lolmaugh.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/27/2026 - 04:15 PM Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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)
02/26/2026

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	02/26/2026		D		32,015(1)	D	$0	197,814(2)(3)	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)	$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. Represents forfeiture of unvested performance-based restricted stock granted in 2023, 2024 and 2025 as a result of the applicable performance targets not being achieved.

2. 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

3. (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.

4. Fully exercisable.

	/s/ Mark B. Davis, as Attorney-in-Fact	02/27/2026
	** Signature of Reporting Person	Date
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