4//SEC Filing
Kadenacy Stephen M 4
Accession 0000899243-20-005157
CIK 0001751143other
Filed
Feb 18, 7:00 PM ET
Accepted
Feb 19, 7:21 PM ET
Size
13.2 KB
Accession
0000899243-20-005157
Insider Transaction Report
Form 4
Boxwood Management Company, LLC
10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
2020-02-14+1,975,000→ 2,225,000 total(indirect: See footnote) - Other
Class F Common Stock
2020-02-14−2,950,000→ 3,750,000 total(indirect: See footnote)→ Class A Common Stock (2,950,000 underlying) - Exercise/Conversion
Class F Common Stock
2020-02-14−1,975,000→ 3,750,000 total(indirect: See footnote)→ Class A Common Stock (1,975,000 underlying)
Kadenacy Stephen M
DirectorChief Executive Officer10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
2020-02-14+1,975,000→ 2,225,000 total(indirect: See footnote) - Other
Class F Common Stock
2020-02-14−2,950,000→ 3,750,000 total(indirect: See footnote)→ Class A Common Stock (2,950,000 underlying) - Exercise/Conversion
Class F Common Stock
2020-02-14−1,975,000→ 3,750,000 total(indirect: See footnote)→ Class A Common Stock (1,975,000 underlying)
Footnotes (5)
- [F1]Immediately upon the consummation of the initial business combination (the "Closing") of Atlas Technical Consultants, Inc. (the "Issuer") on February 14, 2020, each outstanding share of the Issuer's Class F common stock, par value $0.0001 per share ("Founder Shares"), was converted into one share of the Issuer's Class A common stock, par value $0.0001 ("Class A common stock"). Boxwood Sponsor LLC (the "Sponsor") held 1,975,000 Founder Shares prior to the Closing, which were converted into 1,975,000 shares of Class A common stock immediately after the Closing.
- [F2]Includes 250,000 shares of Class A common stock, par value $0.0001 of Boxwood Merger Corp. that converted into 250,000 shares of Class A common stock pursuant to the Closing.
- [F3]Cancellation of Founder Shares to the Issuer for no consideration.
- [F4]The Founder Shares were convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities - Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-228018) and had no expiration date.
- [F5]The securities are held directly by the Sponsor. The Sponsor is jointly owned and managed by MIHI Boxwood Sponsor, LLC and Boxwood Management Company, LLC ("Boxwood Management"). Mr. Stephen M. Kadenacy owns a majority interest in, and is the sole manager of, Boxwood Management. As such, Mr. Kadenacy may be deemed to beneficially own the shares held by Boxwood Management or the Sponsor. Certain of the Issuer's other officers and directors hold economic interests in Boxwood Management and pecuniary interests in certain of the securities held by Boxwood Management. Each of Boxwood Management, Mr. Kadenacy and such other officers and directors disclaims such beneficial ownership except to the extent of their respective pecuniary interests therein.
Documents
Issuer
ATLAS TECHNICAL CONSULTANTS, INC.
CIK 0001751143
Entity typeother
Related Parties
1- filerCIK 0001519030
Filing Metadata
- Form type
- 4
- Filed
- Feb 18, 7:00 PM ET
- Accepted
- Feb 19, 7:21 PM ET
- Size
- 13.2 KB