Stone House Capital Management, LLC - Dec 10, 2024 Form 3 Insider Report for Designer Brands Inc. (DBI)

Role
Member of a 10% Group
Signature
STONE HOUSE CAPITAL MANAGEMENT, LLC, By: /s/ Mark Cohen, Name: Mark Cohen, Title: Managing Member
Stock symbol
DBI
Transactions as of
Dec 10, 2024
Transactions value $
$0
Form type
3
Date filed
12/12/2024, 05:00 PM
Previous filing
Dec 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding DBI Class A Common Shares, without par value 4.75M Dec 10, 2024 See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This statement is jointly filed by and on behalf of each of Stone House Capital Management, LLC ("Stone House"), SH Capital Partners, L.P. ("Partners") and Mark Cohen. Partners is the record and direct beneficial owner of the securities covered by this statement. Stone House is the general partner and investment manager of, and may be deemed to beneficially own securities owned by, Partners. Mr. Cohen is the managing member of, and may be deemed to beneficially own securities owned by, Stone House.
F2 Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.
F3 Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

Remarks:

On December 10, 2024, Designer Brands Inc. (the "Issuer") filed a Form 10-Q reporting its financial results for the quarterly period ending November 2, 2024. As a result, the reporting persons learned that the Issuer had repurchased some of its Class A Common Shares, without par value (each, a "Share"). These repurchases resulted in a decrease in the total number of Shares outstanding and caused the reporting persons to beneficially own in the aggregate more than 10% of the total Shares outstanding. Exhibit Index Exhibit 99.1 - Joint Filer Information (filed herewith) Exhibit 99.2 - Joint Filing Agreement (filed herewith)