Garton Philip A

SEC source: 0000899243-22-012359 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,842

F1 · shares: The sale reported in this row was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 14, 2021.

SEC source: 0000899243-22-004751 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 127,842

SEC source: 0000899243-21-049191 · doc4.xml · nonDerivative · entry 2

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 122,244

F2 · price: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.06 to $26.56. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.

SEC source: 0000899243-21-049191 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 190,065

F1 · price: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.06 to $26.03. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.

SEC source: 0000899243-21-049372 · doc4a.xml · nonDerivative · entry 2

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 122,244

F3 · kind: This amendment is being filed to correct the transaction code on the original filing which inadvertently reflected the reported market transactions as exempt transactions with the Issuer.

F2 · price: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.06 to $26.56. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.

SEC source: 0000899243-21-049372 · doc4a.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 190,065

F3 · kind: This amendment is being filed to correct the transaction code on the original filing which inadvertently reflected the reported market transactions as exempt transactions with the Issuer.

F1 · price: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.06 to $26.03. The reporting person undertakes to provide to the Issuer, any security holders of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.

SEC source: 0000899243-21-047672 · doc4.xml · derivative · entry 3

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 639,707

Underlying: Class A Common Stock · 210,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F2 · shares: In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted 210,000 Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.

F1 · price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · derivative.exercise_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · derivative.expiration_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · ownership.nature: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

SEC source: 0000899243-21-047672 · doc4.xml · nonDerivative · entry 2

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 222,244

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · shares: In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted 210,000 Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.

F1 · price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

SEC source: 0000899243-21-047672 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 639,707

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · shares: In connection with the expiration of the post-IPO related lockup, the Reporting Persons converted 210,000 Common Units (together with a corresponding number of shares of the Issuer's Class B Common Stock) into an equivalent number of shares of the Issuer's Class A Common Stock.

F1 · price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · ownership.nature: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Shoals Parent LLC ("Parent"), the Reporting Person, who holds the reported securities indirectly through Parent, may, subject to certain exceptions, from time to time at his option, require Parent to redeem all or a portion of her Parent common units ("Common Units") (together with an equal number of shares of the Issuer's Class B Common Stock which are forfeited for no consideration) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of the Issuer's Class A Common Stock on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

SEC source: 0000899243-21-043843 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,244

F1 · shares: The reported securities are restricted stock units ("RSUs") that each represents a right to receive one share of the issuer's Class A Common Stock. The reported RSUs will vest in three equal installments on each of the first three anniversaries of September 13, 2021.

SEC source: 0000899243-21-029246 · doc4.xml · derivative · entry 3

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 457,534 shares

Expires not disclosed

F5 · derivative.exercise_price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its option require Parent to redeem all or a portion of its Common Units (together with an equal number of shares of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · kind: Represents 457,534 common units ("Common Units") in Shoals Parent LLC ("Parent"), together with a corresponding number of shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of Shoals Technologies Group, Inc. (the "Issuer"), previously reported as indirectly held by the Reporting Person through his membership interest in Shoals Management Holdings LLC ("Holdings").

F2 · kind: Represents 457,534 Common Units, together with a corresponding number of shares of Class B Common Stock, transferred by the Reporting Person to the Issuer in connection with the closing of an underwritten public offering (the "Follow-on Offering") of the Issuer's Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") at a price of $27.02 (the per-share price paid by the underwriters for shares of Class A Common Stock in the Follow-on Offering) for one Common Unit and one share of Class B Common Stock.

F2 · price: Represents 457,534 Common Units, together with a corresponding number of shares of Class B Common Stock, transferred by the Reporting Person to the Issuer in connection with the closing of an underwritten public offering (the "Follow-on Offering") of the Issuer's Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") at a price of $27.02 (the per-share price paid by the underwriters for shares of Class A Common Stock in the Follow-on Offering) for one Common Unit and one share of Class B Common Stock.

F5 · derivative.exercise_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its option require Parent to redeem all or a portion of its Common Units (together with an equal number of shares of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F5 · derivative.expiration_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its option require Parent to redeem all or a portion of its Common Units (together with an equal number of shares of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

SEC source: 0000899243-21-029246 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

F1 · kind: Represents 457,534 common units ("Common Units") in Shoals Parent LLC ("Parent"), together with a corresponding number of shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of Shoals Technologies Group, Inc. (the "Issuer"), previously reported as indirectly held by the Reporting Person through his membership interest in Shoals Management Holdings LLC ("Holdings").

F2 · kind: Represents 457,534 Common Units, together with a corresponding number of shares of Class B Common Stock, transferred by the Reporting Person to the Issuer in connection with the closing of an underwritten public offering (the "Follow-on Offering") of the Issuer's Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") at a price of $27.02 (the per-share price paid by the underwriters for shares of Class A Common Stock in the Follow-on Offering) for one Common Unit and one share of Class B Common Stock.

F1 · shares: Represents 457,534 common units ("Common Units") in Shoals Parent LLC ("Parent"), together with a corresponding number of shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of Shoals Technologies Group, Inc. (the "Issuer"), previously reported as indirectly held by the Reporting Person through his membership interest in Shoals Management Holdings LLC ("Holdings").

F2 · shares: Represents 457,534 Common Units, together with a corresponding number of shares of Class B Common Stock, transferred by the Reporting Person to the Issuer in connection with the closing of an underwritten public offering (the "Follow-on Offering") of the Issuer's Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") at a price of $27.02 (the per-share price paid by the underwriters for shares of Class A Common Stock in the Follow-on Offering) for one Common Unit and one share of Class B Common Stock.

F2 · price: Represents 457,534 Common Units, together with a corresponding number of shares of Class B Common Stock, transferred by the Reporting Person to the Issuer in connection with the closing of an underwritten public offering (the "Follow-on Offering") of the Issuer's Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") at a price of $27.02 (the per-share price paid by the underwriters for shares of Class A Common Stock in the Follow-on Offering) for one Common Unit and one share of Class B Common Stock.

SEC source: 0000899243-21-003778 · doc4.xml · derivative · entry 2

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,290,570

Underlying: Class A Common Stock · 1,290,570 shares

Expires not disclosed

F4 · derivative.exercise_price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its options require Parent to redeem all or a portion of its Common Units (together with an equal number of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F5 · kind: In the Reorganization Transactions, all existing ownership interests in Parent were recapitalized into Common Units.

F4 · price: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its options require Parent to redeem all or a portion of its Common Units (together with an equal number of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F4 · derivative.exercise_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its options require Parent to redeem all or a portion of its Common Units (together with an equal number of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F4 · derivative.expiration_date: Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Parent, Holdings may, subject to certain exceptions, from time to time at its options require Parent to redeem all or a portion of its Common Units (together with an equal number of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to a volume-weighted average market price of one share of Class A Common Stock for each Common Unit so redeemed.

F1 · ownership.nature: In the reorganization transactions (the "Reorganization Transactions") in connection with the closing of the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer were issued to Shoals Management Holdings LLC ("Holdings"), equal to the number of common units ("Common Units") in Shoals Parent LLC ("Parent") held by Holdings, for nominal consideration.

F2 · ownership.nature: Philip A. Garton indirectly holds 1,290,570 Common Units and an equal number of Class B Common Stock through his membership interest in Holdings.

F3 · ownership.nature: Holdings is controlled by its sole manager, Parent. Philip A. Garton is the Chief Financial Officer of Parent. As such, Philip A. Garton may be deemed to have beneficial ownership of the shares held directly by Holdings. Philip A. Garton expressly disclaims beneficial ownership of any equity securities owned by Holdings, except to the extent of his pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that he is the beneficial owner of any equity securities owned by Holdings.

SEC source: 0000899243-21-003778 · doc4.xml · nonDerivative · entry 1

Garton Philip A · CIK 0001831817 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,290,570

F1 · kind: In the reorganization transactions (the "Reorganization Transactions") in connection with the closing of the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer were issued to Shoals Management Holdings LLC ("Holdings"), equal to the number of common units ("Common Units") in Shoals Parent LLC ("Parent") held by Holdings, for nominal consideration.

F1 · price: In the reorganization transactions (the "Reorganization Transactions") in connection with the closing of the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer were issued to Shoals Management Holdings LLC ("Holdings"), equal to the number of common units ("Common Units") in Shoals Parent LLC ("Parent") held by Holdings, for nominal consideration.

F1 · ownership.nature: In the reorganization transactions (the "Reorganization Transactions") in connection with the closing of the initial public offering (the "IPO") of Shoals Technologies Group, Inc. (the "Issuer"), shares of Class B Common Stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer were issued to Shoals Management Holdings LLC ("Holdings"), equal to the number of common units ("Common Units") in Shoals Parent LLC ("Parent") held by Holdings, for nominal consideration.

F2 · ownership.nature: Philip A. Garton indirectly holds 1,290,570 Common Units and an equal number of Class B Common Stock through his membership interest in Holdings.

F3 · ownership.nature: Holdings is controlled by its sole manager, Parent. Philip A. Garton is the Chief Financial Officer of Parent. As such, Philip A. Garton may be deemed to have beneficial ownership of the shares held directly by Holdings. Philip A. Garton expressly disclaims beneficial ownership of any equity securities owned by Holdings, except to the extent of his pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that he is the beneficial owner of any equity securities owned by Holdings.