4//SEC Filing
Poole Andrew J. 4
Accession 0001213900-22-057974
CIK 0001812360other
Filed
Sep 21, 8:00 PM ET
Accepted
Sep 22, 3:11 PM ET
Size
13.7 KB
Accession
0001213900-22-057974
Insider Transaction Report
Form 4
Poole Andrew J.
DirectorCEO and Chairman10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
2022-09-15+645,142→ 0 total - Exercise/Conversion
Class A Common Stock
2022-09-15+85,000→ 0 total - Exercise/Conversion
Class A Common Stock
2022-09-15+198,260→ 0 total(indirect: By Children) - Exercise/Conversion
Class A Common Stock
2022-09-15+198,260→ 0 total(indirect: By Children) - Other
Warrants
2022-09-15$11.50/sh+42,500$488,750→ 0 totalExercise: $11.50From: 2022-10-15Exp: 2027-09-15→ Class A Common Stock (42,500 underlying)
Footnotes (4)
- [F1]Represents the receipt for no consideration from the distribution by DIAC Sponsor LLC (the "Sponsor") to its members of (i) 632,500 shares of Class A common stock of Delwinds, (ii) 4,431,250 shares of Class B common stock of Delwinds, and (iii) 316,250 warrants to purchase shares of Class A common stock to its members (the "Sponsor Distribution"). Andrew J. Poole received (i) 85,000 shares of Class A common stock; (ii) 1,041,662 shares of Class A common stock underlying shares of Class B common stock; and (iii) 42,500 shares of Class A common stock underlying warrants.
- [F2]Upon the closing of the business combination of Delwinds with FOXO Technologies Operating Company ("FOXO"), (i) all shares of outstanding Class B shares of Delwinds were converted into shares of Class A shares of Delwinds, and (ii) Delwinds effected a name change to FOXO Technologies Inc.
- [F3]Shares are held of record by Mr. Andrew Poole as custodian for a minor child under the Texas Uniform Transfers to Minors Act. Mr. Poole disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- [F4]Shares are held of record by Mr. Andrew Poole as custodian for a minor child under the LA Gifts to Minors Act. Mr. Poole disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Documents
Issuer
FOXO TECHNOLOGIES INC.
CIK 0001812360
Entity typeother
Related Parties
1- filerCIK 0001732509
Filing Metadata
- Form type
- 4
- Filed
- Sep 21, 8:00 PM ET
- Accepted
- Sep 22, 3:11 PM ET
- Size
- 13.7 KB