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).

1. Name and Address of Reporting Person* Seidler Kutsenda Management Company, LLC (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol SPORTSMAN'S WAREHOUSE HOLDINGS, INC. [ SPWH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/28/2016
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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	12/28/2016		J		4,155,448(1)	D	$0	0	I	See footnote 2(2)
Common Stock	12/28/2016		J		4,243,863(3)	D	$0	0	I	See footnote 4(4)
Common Stock	12/28/2016		J		4,969,138(5)	A	$0	4,969,138	I	See footnote 6(6)

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

1. Name and Address of Reporting Person* Seidler Kutsenda Management Company, LLC (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)

1. Name and Address of Reporting Person* New SEP SWH Holdings, L.P. (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)

1. Name and Address of Reporting Person* SEP SWH Holdings GP, LLC (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)

1. Name and Address of Reporting Person* SEP SWH Holdings, L.P. (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)

1. Name and Address of Reporting Person* SEIDLER EQUITY PARTNERS III L P (Last) (First) (Middle) 4640 ADMIRALTY WAY, SUITE 1200 (Street) MARINA DEL REY CA 90292 (City) (State) (Zip)

Explanation of Responses:

1. SEP SWH Holdings, L.P. conducted a pro rata distribution to its limited partners of all shares of the Issuer's common stock owned by it.

2. Represents the beneficial ownership of shares of the Issuer's common stock owned by SEP SWH Holdings, L.P.

3. New SEP SWH Holdings, L.P. conducted a pro rata distribution to its limited partners of all shares of the Issuer's common stock owned by it

4. Represents the beneficial ownership of shares of the Issuer's common stock owned by New SEP SWH Holdings, L.P.

5. As part of the pro rata distribution by SEP SWH Holdings, L.P. and New SEP SWH Holdings, L.P. to their respective limited partners, Seidler Equity Partners III, L.P. received 2,493,269 and 2,475,869 shares of the Issuer's common stock, respectively. In prior reports, Seidler Equity Partners III, L.P. reported indirect beneficial ownership of all shares of the Issuer's common stock owned by SEP SWH Holdings, L.P. and New SEP SWH Holdings, L.P.

6. Represents the beneficial ownership of shares of the Issuer's common stock owned by Seidler Equity Partners III, L.P.

Remarks:

Please see Exhibit 99

	Eric Kutsenda	12/28/2016
	Chris Eastland	12/29/2016
	Chris Eastland	12/28/2016
	Chris Eastland	12/28/2016
	Chris Eastland	12/28/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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EXHIBIT 99

This  Form  4  is  being  filed  by (i) Seidler Kutsenda Management Company, LLC
("SKMC"),  (ii)  Seidler  Equity  Partners  III, L.P. ("SEP III"), (iii) SEP SWH
Holdings  GP,  LLC  ("SEP GP"), (iv) SEP SWH Holdings, L.P. ("SEP"), and (v) New
SEP  SWH Holdings, L.P. ("New SEP", and together with SKMC, SEP III, SEP GP, and
SEP, the "Reporting Persons").

Prior  to the distribution reported on this Form 4, SEP and New SEP each held of
record  shares  of  the  Issuer's common stock. SEP GP is the general partner of
both  SEP  and  New  SEP, SEP IIII is the sole member of SEP GP, and SKMC is the
investment  manager  of  SEP  III.  SEP GP, SEP III and SKMC were deemed to have
beneficial ownership over all shares held by SEP and New SEP.

Each  of  SEP  and  New  SEP  conducted  a  pro rata distribution to its limited
partners  of  all  shares  of  the  Issuer's common stock owned by it. After the
distributions,  neither  SEP  nor NEW SEP hold any shares of the Issuer's common
stock  and  neither  are  deemed  to beneficially own any shares of the Issuer's
common  stock. SEP GP is also no longer deemed to have beneficial ownership over
any  shares  of the Issuer's common stock after the distributions by SEP and New
SEP.  The  amount  of  securities  reported  as  beneficially  owned  after  the
distribution  represents  the shares of the Issuer's common stock held of record
by  SEP  III, which SEP III received as a limited partner of each of SEP and New
SEP.

SKMC,  as the investment manager of SEP III, has ultimate voting and dispositive
power over all of the shares owned by SEP III. SKMC's Investment Committee makes
all  voting,  investment  and  disposition  decisions  on  behalf  of SKMC. That
committee  is comprised of Peter Seidler, Robert Seidler and Eric Kutsenda. None
of  these  individuals  individually exercises control over SKMC, and therefore,
each  of  them  disclaims beneficial ownership over the shares owned by SEP III,
except  to  the extent of their respective indirect pecuniary interests, if any,
in  those  shares.  SKMC  and  SEP  III are 10% or more beneficial owners of the
Issuer's  common  stock.  The Reporting Persons also may be deemed a director as
they  have  a  representative  serving  on  the  Issuer's  board  of  directors.
Christopher  Eastland  currently  serves  as  a  representative of the Reporting
Persons on the Issuer's board of directors. SKMC may be deemed, pursuant to Rule
13d-3  under the Securities Exchange Act of 1934, as amended to beneficially own
the Issuer's common stock reported herein and held by SEP III and SKMC disclaims
beneficial ownership of the shares of the Issuer's common stock reported herein,
except  to  the  extent  of its indirect pecuniary interests therein, if any, in
those shares.