Home/Filings/4/0001628280-24-030504
4//SEC Filing

Shannon Thomas F. 4

Accession 0001628280-24-030504

CIK 0001840572other

Filed

Jun 27, 8:00 PM ET

Accepted

Jun 28, 4:40 PM ET

Size

10.5 KB

Accession

0001628280-24-030504

Insider Transaction Report

Form 4
Period: 2024-06-27
Transactions
  • Award

    Restricted Stock Units

    2024-06-27+1,9574,916,295 total(indirect: See Footnote)
    Exp: 2026-12-15Class B Common Stock (1,957 underlying)
Shannon Thomas F.
DirectorChief Executive Officer10% Owner
Transactions
  • Award

    Restricted Stock Units

    2024-06-27+1,9574,916,295 total(indirect: See Footnote)
    Exp: 2026-12-15Class B Common Stock (1,957 underlying)
Transactions
  • Award

    Restricted Stock Units

    2024-06-27+1,9574,916,295 total(indirect: See Footnote)
    Exp: 2026-12-15Class B Common Stock (1,957 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
Jun 27, 8:00 PM ET
Accepted
Jun 28, 4:40 PM ET
Size
10.5 KB