4//SEC Filing
Bor Michael W 4
Accession 0001104659-21-007191
CIK 0001759008other
Filed
Jan 24, 7:00 PM ET
Accepted
Jan 25, 4:27 PM ET
Size
31.0 KB
Accession
0001104659-21-007191
Insider Transaction Report
Form 4
CarLotz, Inc.LOTZ
Bor Michael W
DirectorCEO and Chairman10% Owner
Transactions
- Award
Restricted Stock Units
2021-01-21+88,106→ 88,106 total→ Class A Common Stock (88,106 underlying) - Award
Stock Option (right to buy)
2021-01-21+613,480→ 613,480 totalExercise: $0.92Exp: 2028-04-23→ Class A Common Stock (613,480 underlying) - Award
Class A Common Stock
2021-01-21+952,593→ 952,593 total(indirect: By Trust) - Award
Earnout Rights
2021-01-21+897,341→ 897,341 totalExp: 2026-01-21→ Class A Common Stock (897,341 underlying) - Award
Earnout Rights
2021-01-21+105,064→ 105,064 total(indirect: By Trust)Exp: 2026-01-21→ Class A Common Stock (105,064 underlying) - Award
Earnout Rights
2021-01-21+105,064→ 105,064 total(indirect: By Trust)Exp: 2026-01-21→ Class A Common Stock (105,064 underlying) - Award
Class A Common Stock
2021-01-21+952,593→ 952,593 total(indirect: By Trust) - Award
Stock Option (right to buy)
2021-01-21+254,818→ 254,818 totalExercise: $0.64Exp: 2022-08-31→ Class A Common Stock (254,818 underlying) - Award
Stock Option (right to buy)
2021-01-21+509,637→ 509,637 totalExercise: $0.92Exp: 2030-02-04→ Class A Common Stock (509,637 underlying) - Award
Class A Common Stock
2021-01-21+8,136,045→ 8,302,045 total - Award
Stock Option (right to buy)
2021-01-21+128,218→ 128,218 totalExercise: $11.35Exp: 2031-01-21→ Class A Common Stock (128,218 underlying) - Award
Restricted Stock Units
2021-01-21+138,800→ 138,800 totalExp: 2026-01-21→ Class A Common Stock (138,800 underlying)
Footnotes (13)
- [F1]Received in exchange for 798,220 shares of common stock of CarLotz Group, Inc. (f/k/a CarLotz, Inc. ("Former CarLotz"), pursuant to an Agreement and Plan of Merger, dated as of October 21, 2020 (as amended by Amendment No. 1, dated December 16, 2020, the "Merger Agreement"), by and among Former CarLotz, Acamar Partners Acquisition Corp. ("Acamar Partners") and Acamar Partners Sub, Inc. ("Merger Sub"). Merger Sub merged (the "Merger") with and into Former CarLotz, with Former CarLotz surviving the merger as a wholly owned subsidiary of Acamar Partners (which subsequently changed its name to "CarLotz, Inc..", the "Issuer").
- [F10]Reflects Restricted Stock Units acquired pursuant to the Merger Agreement. Pursuant to earnout provisions in the Merger Agreement, the Restricted Stock Units will vest if, from the closing of the Merger until the fifth anniversary thereof, the closing share price of the Class A Common Stock exceeds the following thresholds. One-half will vest if the closing share price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will vest if the closing share price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period.
- [F11]These Restricted Stock Units were received in the Merger in exchange for options to purchase 135,188 shares of Former CarLotz common stock.
- [F12]Each Restricted Stock Unit represents a contingent right to receive one share of Class A Common Stock.
- [F13]These Restricted Stock Units vest in four equal annual installments beginning January 21, 2021.
- [F2]Received in exchange for 93,458 shares of Former CarLotz common stock pursuant to the Merger Agreement.
- [F3]Received in exchange for 93,458 shares of Former CarLotz common stock pursuant to the Merger Agreement.
- [F4]Reflects Earnout Rights acquired pursuant to the Merger Agreement. Pursuant to earnout provisions in the Merger Agreement, the Reporting Person is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the closing share price of the Class A Common Stock exceeds the following thresholds. One-half will be issued if the closing share price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will be issued if the closing share price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period.
- [F5]These options are fully vested and exercisable.
- [F6]These options were received in the Merger in exchange for options to purchase 25,000 shares of Former CarLotz common stock.
- [F7]These options were received in the Merger in exchange for options to purchase 60,188 shares of Former CarLotz common stock.
- [F8]These options were received in the Merger in exchange for options to purchase 50,000 shares of Former CarLotz common stock.
- [F9]These options vest in four equal annual installments beginning January 21, 2021.
Documents
Issuer
CarLotz, Inc.
CIK 0001759008
Entity typeother
Related Parties
1- filerCIK 0001842000
Filing Metadata
- Form type
- 4
- Filed
- Jan 24, 7:00 PM ET
- Accepted
- Jan 25, 4:27 PM ET
- Size
- 31.0 KB