4//SEC Filing
Bor Michael W 4
Accession 0001104659-22-010958
CIK 0001759008other
Filed
Feb 1, 7:00 PM ET
Accepted
Feb 2, 5:52 PM ET
Size
22.9 KB
Accession
0001104659-22-010958
Insider Transaction Report
Form 4
CarLotz, Inc.LOTZ
Bor Michael W
DirectorCEO and Chairman10% Owner
Transactions
- Sale
Class A Common Stock
2022-02-01$2.06/sh−9,769$20,124→ 12,258 total - Exercise/Conversion
Restricted Stock Units
2022-01-31−22,027→ 66,079 total→ Class A Common Stock (22,027 underlying) - Exercise/Conversion
Class A Common Stock
2022-01-31+22,027→ 8,924,072 total
Holdings
- 105,064(indirect: By Trust)
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (105,064 underlying) - 952,593(indirect: By Trust)
Class A Common Stock
- 352,593(indirect: By Trust)
Class A Common Stock
- 897,341
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (897,341 underlying) - 254,818
Stock Option (right to buy)
Exercise: $0.64Exp: 2022-08-31→ Class A Common Stock (254,818 underlying) - 138,800
Restricted Stock Units
Exp: 2026-01-21→ Class A Common Stock (138,800 underlying) - 613,480
Stock Option (right to buy)
Exercise: $0.92Exp: 2028-04-23→ Class A Common Stock (613,480 underlying) - 128,218
Stock Option (right to buy)
Exercise: $11.35Exp: 2031-01-21→ Class A Common Stock (128,218 underlying) - 105,064(indirect: By Trust)
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (105,064 underlying) - 509,637
Stock Option (right to buy)
Exercise: $0.92Exp: 2030-02-04→ Class A Common Stock (509,637 underlying)
Footnotes (10)
- [F1]Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis. The restricted stock units vested in Class A common stock on January 31, 2022.
- [F10]These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in Class A common stock as follows: one-fourth of these restricted stock units vested on January 31, 2022, one-fourth of these restricted stock units vest on January 21, 2023, one-fourth of these restricted stock units vest on January 21, 2024 and one-fourth of these restricted stock units vest on January 21, 2025, assuming continued employment through the applicable vesting date.
- [F2]Includes 600,000 shares previously held through the Bor Grantor Retained Annuity Trust which were distributed to the reporting person and are now owned directly.
- [F3]The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover withholding taxes in connection with the settlement of restricted stock units.
- [F4]Excludes 600,000 shares previously held through the Bor Grantor Retained Annuity Trust which were distributed to the reporting person and are now owned directly.
- [F5]These earnout rights will vest if, prior to January 21, 2026, 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.
- [F6]These options are fully vested and exercisable.
- [F7]These options are service options that vest based on the passage of time and the reporting person's continued service with the Company. 32,054 of these options are currently exercisable and the remaining 96,164 become exercisable in three equal annual installments beginning on January 21, 2023.
- [F8]These restricted stock units will vest if, prior to January 21, 2026, 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.
- [F9]Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
Documents
Issuer
CarLotz, Inc.
CIK 0001759008
Entity typeother
Related Parties
1- filerCIK 0001842000
Filing Metadata
- Form type
- 4
- Filed
- Feb 1, 7:00 PM ET
- Accepted
- Feb 2, 5:52 PM ET
- Size
- 22.9 KB