4//SEC Filing
Ford Rollin L. 4
Accession 0001837240-24-000142
CIK 0001837240other
Filed
Jun 10, 8:00 PM ET
Accepted
Jun 11, 7:24 PM ET
Size
18.7 KB
Accession
0001837240-24-000142
Insider Transaction Report
Form 4
Ford Rollin L.
Director
Transactions
- Other
Class V-1 Common Stock
2024-06-07−49,998→ 1,106,532 total(indirect: By Spouse) - Other
Class A Common Stock
2024-06-07+49,998→ 49,998 total(indirect: By Spouse) - Other
Symbotic Holdings Units
2024-06-07−49,998→ 1,106,532 total(indirect: By Spouse)→ Class A Common Stock (49,998 underlying) - Sale
Class A Common Stock
2024-06-07$37.29/sh−49,998$1,864,420→ 0 total(indirect: By Spouse)
Holdings
- 30,000(indirect: By Spouse)
Class A Common Stock
- 10,447
Class A Common Stock
- 8,000(indirect: By Trust)
Class A Common Stock
Footnotes (8)
- [F1]Shares of Class V-1 Common Stock of the Issuer have no economic rights and each share of Class V-1 Common Stock entitles its holder to 1 vote per share.
- [F2]The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-1 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, and in accordance with other terms and conditions set forth in Symbotic Holdings' Second Amended and Restated Limited Liability Company Agreement, dated as of June 7, 2022. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-1 Common Stock.
- [F3]On June 7, 2024, each of the Audrey Exempt Trust, u/a, the Jessica Exempt Trust, u/a, and the Paige Exempt Trust, u/a, sold 16,666 shares of Class A Common Stock (the "Stock Sale"), In connection with the Stock Sale, effective June 7, 2024, each of the Audrey Exempt Trust, u/a, the Jessica Exempt Trust, u/a, and the Paige Exempt Trust, u/a, redeemed 16,666 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Stock Redemption"). In connection with the Stock Redemption, Symbotic Holdings canceled the Symbotic Holdings Units, and the Issuer canceled and retired for no consideration the redeemed 49,998 shares of Class V-1 Common Stock.
- [F4]Rollin Ford may be considered to have an indirect pecuniary interest in the 368,844 Class V-1 common stock held by the Audrey Exempt Trust, u/a, 368,844 Class V-1 common stocks held by the Jessica Exempt Trust, u/a, and 368,844 Class V-1 common stock held by the Paige Exempt Trust, u/a (collectively the "Trust V-1 Shares"), each of which has Mr. Ford's spouse as a Trustee and to which members of Mr. Ford's immediate family have a pecuniary interest. Rollin Ford does not have voting or investment control over the Trust Shares and disclaims beneficial ownership of the Trust V-1 Shares except to the extent that Mr. Ford may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of the Trust V-1 Shares for purposes of Section 16 or for any other purpose.
- [F5]Rollin Ford may be considered to have an indirect pecuniary interest in the Class A common stock held by the Audrey Exempt Trust, u/a, the Class A common stock held by the Jessica Exempt Trust, u/a, and Class A common stock held by the Paige Exempt Trust, u/a (collectively the "Trust Common Stock"), each of which has Mr. Ford's spouse as a Trustee and to which members of Mr. Ford's immediate family have a pecuniary interest. Rollin Ford does not have voting or investment control over the Trust Shares and disclaims beneficial ownership of the Trust Shares except to the extent that Mr. Ford may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of the Trust Common Stock for purposes of Section 16 or for any other purpose.
- [F6]In accordance with SEC guidance authorizing aggregate reporting of same-day purchases and sales, the shares were sold in multiple transactions at prices ranging from $37.00 to $37.60, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F7]Rollin Ford may be considered to have an indirect pecuniary interest in 30,000 shares of Class A Common Stock held directly by the RLF 2020 Gift Trust, in which Mr. Ford's wife acts as trustee and to which Mr. Ford's immediate family have a pecuniary interest. Rollin Ford does not have voting or investment control over the shares and disclaims beneficial ownership of the shares held by the RLF 2020 Gift Trust except to the extent that Mr. Ford may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of the shares held by the RLF 2020 Gift Trust for purposes of Section 16 or for any other purpose.
- [F8]Rollin Ford may be considered to have an indirect pecuniary interest in the 368,844 Symbotic Holdings Units held by the Audrey Exempt Trust, u/a, 368,844 Symbotic Holdings Units held by the Jessica Exempt Trust, u/a, and 368,844 Symbotic Holdings Units held by the Paige Exempt Trust, u/a (collectively the "Trust Units"), each of which has Mr. Ford's spouse as a Trustee and to which members of Mr. Ford's immediate family have a pecuniary interest. Rollin Ford does not have voting or investment control over the Trust Units and disclaims beneficial ownership of the Trust Units except to the extent that Mr. Ford may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of the Trust Units for purposes of Section 16 or for any other purpose.
Documents
Issuer
Symbotic Inc.
CIK 0001837240
Entity typeother
Related Parties
1- filerCIK 0001429247
Filing Metadata
- Form type
- 4
- Filed
- Jun 10, 8:00 PM ET
- Accepted
- Jun 11, 7:24 PM ET
- Size
- 18.7 KB