4//SEC Filing
Bor Michael W 4
Accession 0001567619-22-010292
CIK 0001759008other
Filed
May 11, 8:00 PM ET
Accepted
May 12, 4:27 PM ET
Size
23.7 KB
Accession
0001567619-22-010292
Insider Transaction Report
Form 4
CarLotz, Inc.LOTZ
Bor Michael W
DirectorCEO and Chairman10% Owner
Transactions
- Exercise/Conversion
Class A Common Stock
2022-03-24+22,026→ 8,936,329 total - Sale
Class A Common Stock
2022-03-24$1.60/sh−8,371$13,419→ 8,927,958 total - Sale
Class A Common Stock
2022-05-10$0.77/sh−180,465$138,958→ 8,747,493 total - Sale
Class A Common Stock
2022-05-11$0.68/sh−125,000$85,000→ 8,622,493 total - Exercise/Conversion
Restricted Stock Units
2022-03-24−22,026→ 0 total→ Class A Common Stock (22,026 underlying)
Holdings
- 352,593(indirect: By Trust)
Class A Common Stock
- 254,818
Stock Option (right to buy)
Exercise: $0.64Exp: 2022-06-16→ Class A Common Stock (254,818 underlying) - 613,480
Stock Option (right to buy)
Exercise: $0.92Exp: 2028-04-23→ Class A Common Stock (613,480 underlying) - 509,637
Stock Option (right to buy)
Exercise: $0.92Exp: 2030-02-04→ Class A Common Stock (509,637 underlying) - 64,108
Stock Option (right to buy)
Exercise: $11.35Exp: 2022-06-16→ Class A Common Stock (64,108 underlying) - 105,064(indirect: By Trust)
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (105,064 underlying) - 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
- 897,341
Earnout Rights
Exp: 2026-01-21→ Class A Common Stock (897,341 underlying)
Footnotes (9)
- [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 March 16, 2022.
- [F2]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.
- [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.70 to $0.81, inclusive. The reporting person undertakes to provide to CarLotz, Inc., any security holder of CarLotz, Inc., 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 ranges set forth in footnotes (3) and (4) to this Form 4.
- [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.61 to $0.76, inclusive.
- [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]Pursuant to the terms of the Separation and Release Agreement between CarLotz, Inc. and the reporting person dated March 14, 2022 (the "Separation Agreement"), these options are fully vested and exercisable until June 16, 2022.
- [F7]These options are fully vested and exercisable in accordance with their terms.
- [F8]Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
- [F9]Pursuant to the terms of the Separation Agreement, these restricted stock units fully vested on March 16, 2022.
Documents
Issuer
CarLotz, Inc.
CIK 0001759008
Entity typeother
Related Parties
1- filerCIK 0001842000
Filing Metadata
- Form type
- 4
- Filed
- May 11, 8:00 PM ET
- Accepted
- May 12, 4:27 PM ET
- Size
- 23.7 KB