4//SEC Filing
Weber-Stephen Management Pool LLC 4
Accession 0000950103-23-000359
CIK 0001857951other
Filed
Jan 9, 7:00 PM ET
Accepted
Jan 10, 9:27 PM ET
Size
25.1 KB
Accession
0000950103-23-000359
Insider Transaction Report
Form 4
Weber Inc.WEBR
Weber-Stephen Management Pool LLC
10% Owner
Transactions
- Conversion
Class B Common Stock
2023-01-06+160,942→ 7,808,317 total - Conversion
Profits Units in Weber HoldCo LLC
2023-01-06−448,848.93→ 707,791.6 totalExercise: $7.50→ Class A Common Stock (448,848.93 underlying) - Conversion
Class B Common Stock
2023-01-09+489,668→ 8,297,985 total - Conversion
Profits Units in Weber HoldCo LLC
2023-01-06−448,848.93→ 707,791.6 totalExercise: $5.79→ Class A Common Stock (448,848.93 underlying) - Conversion
LLC Units in Weber HoldCo LLC
2023-01-06+160,942→ 7,808,317 totalExercise: $0.00→ Class A Common Stock (160,942 underlying) - Conversion
Profits Units in Weber HoldCo LLC
2023-01-09−1,381,064.93→ 0 totalExercise: $5.80→ Class A Common Stock (1,381,064.93 underlying) - Conversion
LLC Units in Weber HoldCo LLC
2023-01-09+489,668→ 8,297,985 totalExercise: $0.00→ Class A Common Stock (489,668 underlying) - Conversion
Profits Units in Weber HoldCo LLC
2023-01-09−1,381,064.93→ 0 totalExercise: $7.52→ Class A Common Stock (1,381,064.93 underlying)
Footnotes (6)
- [F1]Reflects the issuance of shares of Class B common stock of the issuer ("Class B Common Stock") (and a corresponding number of common units of Weber HoldCo LLC ("LLC Units")) to the reporting person upon the conversion of Profits Units (as defined below) based on the intrinsic or spread value of the Profits Units at the time of conversion.
- [F2]Reflects shares of Class B Common Stock and LLC Units which the reporting person holds on behalf of individuals who hold corresponding units in the reporting person (each a "Management Holder").
- [F3]The LLC Units (and a corresponding number of shares of Class B Common Stock) may be distributed to the applicable Management Holder at such Management Holder's election, in which case such Management Holder may then require Weber HoldCo LLC to redeem the LLC Units for newly issued shares of Class A common stock of the issuer ("Class A Common Stock") on a one-for-one basis (at which time, a corresponding number of shares of Class B Common Stock will also be cancelled on a one-for-one basis) or, at the issuer's election, an equivalent cash payment. The LLC Units do not expire.
- [F4]The reporting person has voting and dispositive power over securities held by it, which power is exercised by action of the three managers of the reporting person. Each manager has one vote, and the approval of a majority of the managers is required to approve an action. The reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interests therein.
- [F5]Reflects profits units in Weber HoldCo LLC (the "Profits Units") which the reporting person holds on behalf of Management Holders. Generally, the Profits Units vest based on the continued service of the applicable Management Holder who holds corresponding units in the reporting person. The Profits Units are convertible, at the applicable Management Holder's election, into LLC Units based on the intrinsic or spread value of the Profits Units at the time of conversion (at which time a corresponding number of shares of Class B Common Stock would be issued to Weber HoldCo LLC).
- [F6]Any Profits Units that have not been converted into LLC Units may be converted into LLC Units following the first to occur of (i) the five-year anniversary of vesting and (ii) the one-year anniversary of the applicable Management Holder's termination of employment.
Documents
Issuer
Weber Inc.
CIK 0001857951
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001878006
Filing Metadata
- Form type
- 4
- Filed
- Jan 9, 7:00 PM ET
- Accepted
- Jan 10, 9:27 PM ET
- Size
- 25.1 KB