4//SEC Filing
Shannon Thomas F. 4
Accession 0001062993-23-008020
CIK 0001840572other
Filed
Mar 28, 8:00 PM ET
Accepted
Mar 29, 4:31 PM ET
Size
10.2 KB
Accession
0001062993-23-008020
Insider Transaction Report
Form 4
Bowlero Corp.BOWL
Cobalt Group, LLC
Director
Transactions
- Award
Restricted Stock Units
2023-03-27+422→ 4,908,683 total(indirect: See Footnote)Exp: 2026-12-15→ Class B Common Stock (422 underlying)
Shannon Thomas F.
DirectorChief Executive Officer10% Owner
Transactions
- Award
Restricted Stock Units
2023-03-27+422→ 4,908,683 total(indirect: See Footnote)Exp: 2026-12-15→ Class B Common Stock (422 underlying)
Cobalt Recreation LLC
Director
Transactions
- Award
Restricted Stock Units
2023-03-27+422→ 4,908,683 total(indirect: See Footnote)Exp: 2026-12-15→ Class B Common Stock (422 underlying)
Footnotes (3)
- [F1]The Restricted Stock Units ("RSUs") were received pursuant to the terms of the Business Combination Agreement in connection with the acquisition by the Issuer of Bowlero Corp. (the "Acquisition"). The RSUs will vest if the closing share price of the Class A Common Stock equals or exceeds $17.50 per share for any 10 trading days within any consecutive 20-trading day period on or prior to the 5-year anniversary of the closing date of the Acquisition, and will otherwise be forfeited on the 5-year anniversary of the closing of the Acquisition.
- [F2]The shares of Class B Common Stock, par value $0.0001 per share ("Class B Common Stock") are convertible into shares of the Issuer's Class A Common Stock, par value $0.0001 per share ("Class A Common Stock") at the option of the holder on a one-to-one basis, and will automatically convert to shares of Class A Common Stock upon (i) Mr. Shannon ceasing to beneficially own at least 10% of the Issuer's outstanding common stock, (ii) the death or disability of Mr. Shannon, (iii) the employment of Mr. Shannon as the CEO of the Issuer being terminated for cause, and (iv) the fifteenth anniversary of the closing of the Acquisition.
- [F3]Held directly by Cobalt Recreation LLC. The managing member of Cobalt Recreation LLC is The Cobalt Group LLC. The managing member of The Cobalt Group LLC is Mr. Shannon. Mr. Shannon disclaims beneficial ownership of the shares held by Cobalt Recreation LLC except to the extent of any pecuniary interest therein.
Issuer
Bowlero Corp.
CIK 0001840572
Entity typeother
Related Parties
1- filerCIK 0001882143
Filing Metadata
- Form type
- 4
- Filed
- Mar 28, 8:00 PM ET
- Accepted
- Mar 29, 4:31 PM ET
- Size
- 10.2 KB