3/A//SEC Filing
TRP Capital Partners, LP 3/A
Accession 0001104659-21-012274
CIK 0001759008other
Filed
Feb 3, 7:00 PM ET
Accepted
Feb 4, 4:37 PM ET
Size
6.4 KB
Accession
0001104659-21-012274
Insider Transaction Report
Form 3/AAmended
CarLotz, Inc.LOTZ
TRP Capital Partners, LP
10% Owner
Holdings
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (2,287,420 underlying)
Footnotes (3)
- [F1]Received in exchange for 2,034,751 shares of common stock of CarLotz Group, Inc. (f/k/a CarLotz, Inc. ("Former CarLotz"), pursuant to an Agreement and Plan of Merger, dated as of October 21, 2020 (as amended by Amendment No. 1, dated December 16, 2020, the "Merger Agreement"), by and among Former CarLotz, Acamar Partners Acquisition Corp. ("Acamar Partners") and Acamar Partners Sub, Inc. ("Merger Sub"). Merger Sub merged (the "Merger") with and into Former CarLotz, with Former CarLotz surviving the merger as a wholly owned subsidiary of Acamar Partners (which subsequently changed its name to "CarLotz, Inc..", the "Issuer").
- [F2]Reflects Earnout Rights acquired pursuant to the Merger Agreement. Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the closing share price of the Class A Common Stock exceeds the following thresholds. One-half will be issued if the closing share price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will be issued if the closing share price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period.
- [F3]This Form 3/A is being filed solely to amend this line item to report the correct number of shares underlying the Earnout Rights in this column 3. The amount in the original Form 3, filed on February 1, 2021 inadvertently reported the amount underlying these Earnout Rights as a dollar amount rather than as a number of shares.
Documents
Issuer
CarLotz, Inc.
CIK 0001759008
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001650095
Filing Metadata
- Form type
- 3/A
- Filed
- Feb 3, 7:00 PM ET
- Accepted
- Feb 4, 4:37 PM ET
- Size
- 6.4 KB