Edgar Filing: Boot Barn Holdings, Inc.

240.13d-102 Schedule 13G - Information to be included in statements filed

pursuant to 240.13d-1(b), (c), and (d) and amendments thereto

filed pursuant to 240.13d-2.

Securities and Exchange Commission, Washington, D.C. 20549

Schedule 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

(Name of Issuer)

Boot Barn Holdings, Inc.

(Title of Class of Securities)

Common Stock, Par Value $0.0001 Per Share

(CUSIP Number)

099406100

(Date of Event Which Requires Filing of this Statement)

December 31, 2018

Check the appropriate box to designate the rule pursuant to which this

Schedule is filed:

[ ] Rule 13d-1(b)

[ x ] Rule 13d-1(c)

[ ] Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be
deemed to be “filed” for the purpose of Section 18 of the Securities Exchange
Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act (however, see
the Notes).

CUSIP No. 099406100
(1) Names of reporting persons Point72 Asset Management, L.P.
(2) Check the appropriate box if a member of a group	(a)
(see instructions)	(b)X
(3) SEC use only
(4) Citizenship or place of organization Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power 0
(6) Shared voting power 765,800 (see Item 4)
(7) Sole dispositive power 0
(8) Shared dispositive power 765,800 (see Item 4)
(9) Aggregate amount beneficially owned by each reporting person 765,800 (see Item 4)
(10) Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11) Percent of class represented by amount in Row (9) 2.7% (see Item 4)
(12) Type of reporting person (see instructions) PN

CUSIP No. 099406100
(1) Names of reporting persons Point72 Capital Advisors, Inc.
(2) Check the appropriate box if a member of a group	(a)
(see instructions)	(b)X
(3) SEC use only
(4) Citizenship or place of organization Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power 0
(6) Shared voting power 765,800 (see Item 4)
(7) Sole dispositive power 0
(8) Shared dispositive power 765,800 (see Item 4)
(9) Aggregate amount beneficially owned by each reporting person 765,800 (see Item 4)
(10) Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11) Percent of class represented by amount in Row (9) 2.7% (see Item 4)
(12) Type of reporting person (see instructions) CO

CUSIP No. 099406100
(1) Names of reporting persons Cubist Systematic Strategies, LLC
(2) Check the appropriate box if a member of a group	(a)
(see instructions)	(b)X
(3) SEC use only
(4) Citizenship or place of organization Delaware
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power 0
(6) Shared voting power 33,183 (see Item 4)
(7) Sole dispositive power 0
(8) Shared dispositive power 33,183 (see Item 4)
(9) Aggregate amount beneficially owned by each reporting person 33,183 (see Item 4)
(10) Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11) Percent of class represented by amount in Row (9) 0.1% (see Item 4)
(12) Type of reporting person (see instructions) OO

CUSIP No. 099406100
(1) Names of reporting persons Steven A. Cohen
(2) Check the appropriate box if a member of a group	(a)
(see instructions)	(b)X
(3) SEC use only
(4) Citizenship or place of organization United States
Number of shares beneficially owned by each reporting person with:
(5) Sole voting power 0
(6) Shared voting power 798,983 (see Item 4)
(7) Sole dispositive power 0
(8) Shared dispositive power 798,983 (see Item 4)
(9) Aggregate amount beneficially owned by each reporting person 798,983 (see Item 4)
(10) Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11) Percent of class represented by amount in Row (9) 2.8% (see Item 4)
(12) Type of reporting person (see instructions) IN

Item 1(a) Name of issuer:

Boot Barn Holdings, Inc.

Item 1(b) Address of issuer's principal executive offices:

15345 Barranca Pkwy, Irvine, CA 92618, United States

2(a) Name of person filing:

This statement is filed by: (i) Point72 Asset Management, L.P. (“Point72 Asset
Management”) with respect to shares of common stock, par value $0.0001 per
share (“Shares”), of the Issuer held by certain investment funds it manages;
(ii) Point72 Capital Advisors, Inc. (“Point72 Capital Advisors Inc.”) with
respect to Shares held by certain investment funds managed by Point72 Asset
Management; (iii) Cubist Systematic Strategies, LLC (“Cubist Systematic
Strategies”) with respect to Shares held by certain investment funds it
manages; and (iv) Steven A. Cohen (“Mr. Cohen”) with respect to Shares
beneficially owned by Point72 Asset Management, Point72 Capital Advisors Inc.,
and Cubist Systematic Strategies.

Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic
Strategies, and Mr. Cohen have entered into a Joint Filing Agreement, a copy of
which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which they
have agreed to file this Schedule 13G jointly in accordance with the
provisions of Rule 13d-1(k) of the Act.

2(b) Address or principal business office or, if none, residence:

The address of the principal business office of (i) Point72 Asset Management,
Point72 Capital Advisors Inc., and Mr. Cohen is 72 Cummings Point Road,
Stamford, CT 06902; and (ii) Cubist Systematic Strategies is 330 Madison
Avenue, New York, NY 10017.

2(c) Citizenship:

Point72 Asset Management is a Delaware limited partnership. Point72 Capital
Advisors Inc. is a Delaware corporation. Cubist Systematic Strategies is a Delaware
limited liability company. Mr. Cohen is a United States citizen.

2(d) Title of class of securities:

Common Stock, Par Value $0.0001 Per Share

2(e) CUSIP Number:

099406100

Item 3.

Not applicable

Item 4. Ownership

As of the close of business on December 31, 2018:

1. Point72 Asset Management, L.P.

(a) Amount beneficially owned: 765,800

(b) Percent of class: 2.7%

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 765,800

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 765,800

2. Point72 Capital Advisors, Inc.

(a) Amount beneficially owned: 765,800

(b) Percent of class: 2.7%

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 765,800

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 765,800

3. Cubist Systematic Strategies, LLC

(a) Amount beneficially owned: 33,183

(b) Percent of class: 0.1%

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 33,183

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 33,183

4. Steven A. Cohen

(a) Amount beneficially owned: 798,983

(b) Percent of class: 2.8%

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 798,983

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 798,983

Point72 Asset Management, Point72 Capital Advisors Inc., Cubist Systematic
Strategies, and Mr. Cohen own directly no Shares. Pursuant to an investment
management agreement, Point72 Asset Management maintains investment and voting
power with respect to the securities held by certain investment funds it
manages. Point72 Capital Advisors Inc. is the general partner of Point72 Asset
Management. Pursuant to an investment management agreement, Cubist Systematic
Strategies maintains investment and voting power with respect to the
securities held by certain investment funds it manages. Mr. Cohen controls
each of Point72 Asset Management, Point72 Capital Advisors Inc. and Cubist
Systematic Strategies. As of December 31, 2018, by reason of the provisions of
Rule 13d-3 of the Securities Exchange Act of 1934, as amended, each of (i) Point72
Asset Management, Point72 Capital Advisors Inc. and Mr. Cohen may be deemed to
beneficially own 765,800 Shares (constituting approximately 2.7% of the Shares
outstanding) and (ii) Cubist Systematic Strategies and Mr. Cohen may be deemed
to beneficially own 33,183 Shares (constituting approximately 0.1% of the
Shares outstanding). Each of Point72 Asset Management, Point72 Capital
Advisors Inc., Cubist Systematic Strategies, and Mr. Cohen disclaims beneficial
ownership of any of the securities covered by this statement.

Item 5. Ownership of 5 Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof

the reporting person has ceased to be the beneficial owner of more than

5 percent of the class of securities, check the following [X].

Item 6. Ownership of More than 5 Percent on Behalf of Another Person.

Not applicable

Item 7. Identification and Classification of the Subsidiary Which Acquired

the Security Being Reporting on by the Parent Holding Company or Control

Person.

Not applicable

Item 8. Identification and Classification of Members of the Group

Not applicable

Item 9. Notice of Dissolution of Group.

Not applicable

Item 10. Certifications

By signing below I certify that, to the best of his/her knowledge and belief,

the securities referred to above were not acquired and are not held for the purpose

of or with the effect of changing or influencing the control of the issuer of

the securities and were not acquired and are not held in connection with or

as a participant in any transaction having that purpose or effect.

Signature. After reasonable inquiry and to the best of my knowledge and belief,

I certify that the information set forth in this statement is true, complete

and correct.

Dated: February 14, 2019

POINT72 ASSET MANAGEMENT, L.P.

By: /s/ Jason M. Colombo

Name: Jason M. Colombo

Title: Authorized Person

POINT72 CAPITAL ADVISORS, INC.

By: /s/ Jason M. Colombo

Name: Jason M. Colombo

Title: Authorized Person

CUBIST SYSTEMATIC STRATEGIES, LLC

By: /s/ Jason M. Colombo

Name: Jason M. Colombo

Title: Authorized Person

STEVEN A. COHEN

By: /s/ Jason M. Colombo

Name: Jason M. Colombo

Title: Authorized Person