4//SEC Filing
Hyman Jerry 4
Accession 0001104659-23-127954
CIK 0001852633other
Filed
Dec 20, 7:00 PM ET
Accepted
Dec 21, 7:21 AM ET
Size
8.7 KB
Accession
0001104659-23-127954
Insider Transaction Report
Form 4
Hyman Jerry
DirectorChairman
Transactions
- Conversion
Class A Common Stock
2023-12-20+4,900,000→ 6,900,000 total(indirect: By LLC) - Conversion
Class B Common Stock
2023-12-20−4,900,000→ 195,375 total(indirect: By LLC)Exercise: $0.00→ Class A Common Stock (4,900,000 underlying)
Footnotes (3)
- [F1]In accordance with the amended and restated certificate of incorporation of Banyan Acquisition Corporation ("Banyan"), as amended, Banyan Acquisition Sponsor LLC ("Sponsor") elected to convert 4,900,000 shares of Class B Common Stock into shares of Class A Common Stock on a one-for-one basis for no consideration.
- [F2]Sponsor is the record holder of the securities reported herein. Jerry Hyman and Keith Jaffee are the sole members of the board of managers of the Sponsor. As a result, Mr. Hyman and Mr. Jaffee may be deemed to share beneficial ownership of the shares held by the Sponsor. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his indirect pecuniary interest therein.
- [F3]Pursuant to the amendment to the amended and restated certificate of incorporation of Banyan that became effective on April 21, 2023, the shares of Class B Common Stock held by the Sponsor became convertible into shares of Class A Common Stock at any time at the Sponsor's election on a one-for-one basis. The shares of Class B Common Stock also automatically convert into shares of Class A Common Stock at the time of the closing of Banyan's initial business combination on a one-for-one basis and have no expiration date.
Documents
Issuer
Banyan Acquisition Corp
CIK 0001852633
Entity typeother
Related Parties
1- filerCIK 0001867396
Filing Metadata
- Form type
- 4
- Filed
- Dec 20, 7:00 PM ET
- Accepted
- Dec 21, 7:21 AM ET
- Size
- 8.7 KB