4//SEC Filing
Gilbert Ryan Mark 4
Accession 0001213900-21-034822
CIK 0001816090other
Filed
Jun 28, 8:00 PM ET
Accepted
Jun 29, 7:53 PM ET
Size
35.6 KB
Accession
0001213900-21-034822
Insider Transaction Report
Form 4
Gilbert Ryan Mark
DirectorPresident and CEO10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2021-06-25−10,015,620→ 0 total(indirect: By LLC) - Exercise/Conversion
Class A Common Stock
2021-06-25+7,454,365→ 9,624,365 total(indirect: By LLC) - Exercise/Conversion
Class A Common Stock
2021-06-25+10,015,620→ 10,015,620 total(indirect: By LLC) - Exercise/Conversion
Class B Common Stock
2021-06-25−10,015,620→ 0 total(indirect: By LLC)→ Class A Common Stock (10,015,620 underlying) - Other
Class B Common Stock
2021-06-25+1,027,119→ 10,015,620 total(indirect: By LLC)→ Class A Common Stock (1,027,119 underlying) - Disposition to Issuer
Class B Common Stock
2021-06-25−868,000→ 7,812,000 total(indirect: By LLC)→ Class A Common Stock (868,000 underlying) - Other
Class B Common Stock
2021-06-25+167,891→ 7,454,365 total(indirect: By LLC)→ Class A Common Stock (167,891 underlying) - Exercise/Conversion
Class B Common Stock
2021-06-25−7,454,365→ 0 total(indirect: By LLC)→ Class A Common Stock (7,454,365 underlying) - Disposition to Issuer
Class A Common Stock
2021-06-25−9,624,365→ 0 total(indirect: By LLC) - Disposition to Issuer
Class B Common Stock
2021-06-25−1,073,110→ 9,657,984 total(indirect: By LLC)→ Class A Common Stock (1,073,110 underlying) - Other
Class B Common Stock
2021-06-25−669,483→ 8,988,501 total(indirect: By LLC)→ Class A Common Stock (669,483 underlying) - Disposition to Issuer
Warrants
2021-06-25$11.50/sh−723,333$8,318,330→ 0 total(indirect: By LLC)→ Class A Common Stock (723,333 underlying) - Other
Class B Common Stock
2021-06-25−525,526→ 7,286,474 total(indirect: By LLC)→ Class A Common Stock (525,526 underlying)
Footnotes (10)
- [F1]On June 25, 2021 (the "Closing Date"), FTAC Olympus Acquisition Corp. (the "Issuer") completed its reorganization (the "Reorganization") contemplated by that certain Agreement and Plan of Reorganization, dated as of February 3, 2021, as amended on February 16, 2021 and on May 10, 2021 (as it may be further amended or modified, the "Reorganization Agreement"), by and among the Issuer, New Starship Parent Inc. ("New Payoneer"), Starship Merger Sub I Inc., a Delaware corporation and wholly owned subsidiary of New Payoneer, Starship Merger Sub II Inc., a Delaware corporation and wholly owned subsidiary of New Payoneer, and Payoneer Inc., a Delaware corporation (the "Reorganization Agreement"), the parties effected a business combination, concurrent with the consummation of the Reorganization, the shares of Class B Common Stock were converted into Class A Common Stock of the Issuer.
- [F10]Represents shares transferred to other members of Olympus Sponsor and Olympus Advisors pursuant to certain side letters by and among certain members of Olympus Sponsor and Olympus Advisors.
- [F2]The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for any other purpose.
- [F3]These shares are held directly by the Issuer's sponsors, FTAC Olympus Sponsor, LLC ("Olympus Sponsor") and FTAC Olympus Advisors, LLC ("Olympus Advisors"), as indicated, which are co-managed by the reporting person.
- [F4]Disposed of pursuant to the Reorganization Agreement in exchange for 9,624,365 shares of New Payoneer common stock on the Closing Date of the Reorganization.
- [F5]Disposed of pursuant to Reorganization Agreement in exchange for 10,015,620 shares of New Payoneer common stock on the Closing Date of the Reorganization.
- [F6]These securities were forfeited in connection with the Sponsor Share Surrender and Share Restriction Agreement entered into on February 3, 2021 between New Payoneer, Payoneer Inc., the Issuer, Olympus Sponsor and Olympus Advisors in connection with the Reorganization.
- [F7]In the absence of the forfeiture, the warrants would become exercisable at the later of 30 days after the consummation of the Issuer's Reorganization or 12 months from the completion of the Issuer's initial public offering.
- [F8]The warrants would have expired five years after the consummation of the Issuer's Reorganization or earlier upon redemption of all of the Issuer's outstanding Class A ordinary shares or the Issuer's liquidation.
- [F9]The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the Issuer's initial business combination on a one-for-one basis, subject to certain adjustments described in the Issuer's charter documents and have no expiration date.
Documents
Issuer
FTAC Olympus Acquisition Corp.
CIK 0001816090
Entity typeother
Related Parties
1- filerCIK 0001821098
Filing Metadata
- Form type
- 4
- Filed
- Jun 28, 8:00 PM ET
- Accepted
- Jun 29, 7:53 PM ET
- Size
- 35.6 KB