Gray Glenn Evan 4
4 · OTR Acquisition Corp. · Filed May 20, 2022
Insider Transaction Report
Form 4
Gray Glenn Evan
Director
Transactions
- Conversion
Class A Common Stock
2022-05-19+22,123→ 22,123 total - Other
Class A Common Stock
2022-05-19−100,000→ 0 total - Conversion
Class B Common Stock
2022-05-19−22,123→ 0 total→ Class A Common Stock (22,123 underlying) - Other
Warrant
2022-05-19−100,000→ 0 total→ Class A Common Stock (100,000 underlying)
Footnotes (5)
- [F1]As described in the issuer's registration statement on Form S-1 (File No. 333-248093) (the "Registration Statement") under the heading "Description of Securities," the shares of Class B common stock, par value $0.0001 per share ("Class B Stock"), automatically convert into shares of Class A common stock, par value $0.0001 per share ("Class A Stock"), at the time of the issuer's initial business combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and certain anti-dilution rights and has no expiration date.
- [F2](Continued from Footnote 1) On May 19, 2022, the issuer consummated its initial business combination (the "Business Combination") with Comera Life Sciences Holdings, Inc.. ("Holdco"), a Delaware corporation. In connection with the Business Combination, each share of Class B Stock converted into Class A Stock.
- [F3]In connection with the Business Combination, the reporting person exchanged its Class A Shares for 22,123 fully paid and non-assessable shares of common stock, par value U.S. $0.0001 per share, of Holdco Common Stock.
- [F4]In connection with the Business Combination, the reporting person exchanged each of its warrants to purchase shares of Class A Stock on a one for one basis for an aggregate of 100,000 warrants to purchase shares of Holdco Common Stock at a purchase price of $11.50 per share.
- [F5]The warrants were not exercisable until 30 days after the issuer's initial business combination and would have expired five years from the consummation of the issuer's initial business combination.