Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 22, 2021
Boot Barn Holdings, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
of incorporation)
File Number)
(I.R.S. Employer
Identification No.)
15345 Barranca Parkway, Irvine, California
(Address of principal executive offices)
(Zip Code)
(949) 453-4400
(Registrant’s telephone number, including area code)

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
  Emerging growth company
☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act.

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, $0.0001 par value
The New York Stock Exchange

Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On February 22, 2021, the Board increased the size of the Board from seven to eight, and appointed Gene Eddie Burt to fill the vacancy created by such increase.  Mr. Burt currently serves as the Executive Vice President, Chief Supply Chain Officer of Big Lots Inc. Mr. Burt has over 30 years of experience in the retail industry with extensive knowledge around supply chain, merchandising, and real estate operations, having previously served as the Executive Vice President of Merchandising and Supply Chain for GNC, Senior Vice President of Real Estate and Development for PetSmart, Inc., and Director of Domestic Distribution for The Home Depot, Inc.
Mr. Burt will receive the same compensation that is provided from time to time to Company directors who are not employees. In connection with his appointment to the Board, the Company and Mr. Burt, entered into a customary indemnification agreement in the same form provided to other directors of the Company. The Board has not determined as of the date of this report the Board committees, if any, on which Mr. Burt will serve.
A press release announcing the changes to the Board is filed as an exhibit to this Current Report and is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
Exhibit 104
The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date:  February 25, 2021
/s/ Gregory V. Hackman
Name: Gregory V. Hackman
Title:  Executive Vice President, Chief Operating Officer
and Chief Financial Officer