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Chaouat-Fix Mihal's Form 4/A amendment

Amended

Aterian, Inc. (ATER) · filed Dec 23, 2021

Accession no.
0000899243-21-049608
Filed
Dec 23, 2021
Trade date
Mar 10-12, 2021
Filing delay
288 days
Rule 10b5-1 plan
Not on the form (before 2023)
Original filed
Mar 15, 2021

This filing lists 12 non-derivative transactions and 2 derivative transactions. Open-market sales total $3.29M. It was filed 288 days after the trade.

This amendment replaces 0000899243-21-027252 (filed Jul 2, 2021).

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Chaouat-Fix MihalCIK 0001778022Officer (Chief Product Officer)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Mar 10, 2021Common StockSSaleDisposed−16,615$31.67F2−$526,197.05306,825Direct
Mar 10, 2021Common StockSSaleDisposed−2,049$33.13F3−$67,883.37304,776Direct
Mar 10, 2021Common StockSSaleDisposed−11,429$33.96F4−$388,128.84293,347Direct
Mar 10, 2021Common StockSSaleDisposed−7,554$35.13F5−$265,372.02285,793Direct
Mar 10, 2021Common StockSSaleDisposed−13,224$36.16F6−$478,179.84272,569Direct
Mar 10, 2021Common StockSSaleDisposed−9,522$37.16F7−$353,837.52263,047Direct
Mar 10, 2021Common StockSSaleDisposed−2,047$37.97F8−$77,724.59261,000Direct
Mar 11, 2021Common StockSSaleDisposed−1,975$31.77F9−$62,745.75259,025Direct
Mar 12, 2021Common StockMOption exerciseAcquired+862$9.72+$8,378.64259,887Direct
Mar 12, 2021Common StockMOption exerciseAcquired+31,310$4.80+$150,288291,197Direct
Mar 12, 2021Common StockSSaleDisposed−32,139$33.12F10−$1,064,443.68259,058Direct
Mar 12, 2021Common StockSSaleDisposed−33$34.05−$1,123.65259,025Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Mar 12, 2021Common StockMOption exerciseDisposed−862$0.00$0140,163Direct
Mar 12, 2021Common StockMOption exerciseDisposed−31,310$0.00$00Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

Shares were automatically sold by the Reporting Person on a non-discretionary basis solely to satisfy tax withholding obligations upon the previously scheduled vesting of restricted stock awards for which the March 10, 2021 vesting date was approved on December 14, 2020.

F2

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.51 to $32.45, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F3

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.62 to $33.60, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F4

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.63 to $34.63, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F5

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.64 to $35.63, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F6

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.69 to $36.68, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F7

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.71 to $37.71, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F8

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.72 to $38.16, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F9

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.51 to $32.00, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F10

The price reported in Column 4 of Table I is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.00 to $34.00, inclusive. The holder undertakes to provide to the issuer, any security holder of the issuer, or staff of the Securities Exchange Commission, upon written request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Referenced by the price of 1 transaction in Table I.

F11

1/3rd of the number of shares subject to the option vested on October 11, 2019 and 1/36th of the number of shares subject to the option shall vest following each one month period thereafter, subject to the Reporting Person's continued service to the Issuer through each such vesting date.

F12

All of the unvested shares subject to the option shall vest upon either: (i) the accumulation, by means of any transaction or series of related transactions, whether directly or indirectly, beneficially or of record, by any individual and/or entity of more than 50% the outstanding shares of common stock of the Issuer, whether by merger, consolidation, sale or other transfer of shares of the Issuer's common stock, so long as the holders of the Issuer's common stock, immediately after such transaction or series of transactions, hold less than 50% of the common stock of the Issuer or the voting securities of the surviving or acquiring entity or (ii) a sale of all or substantially all of the assets of the Issuer, which may include a license transaction.

F13

1/4th of the number of shares subject to the option vested on June 16, 2015 and 1/48th of the number of shares subject to the option vested following each one month period of service thereafter.

Remarks

This Form 4 is being amended and restated to correct certain footnotes included in the Form 4, as amended (the "Amended Form 4"). The Amended Form 4 inadvertently indicated that the transactions reported therein were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 14, 2020. Certain of the previously reported transactions were instead non-discretionary, automatic sales of shares solely to satisfy tax withholding obligations upon the previously scheduled vesting of restricted stock awards for which the March 10, 2021 vesting date was approved on December 14, 2020.

Read the full filing on SEC EDGAR (opens in a new tab)