Jain Tarun Kumar's Form 4/A amendment
AmendedContextLogic Holdings Inc. (LOGC) · filed Jan 18, 2023
- Accession no.
- 0001209191-23-003718
- Filed
- Jan 18, 2023
- Trade date
- Aug 15, 2022
- Filing delay
- 156 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Aug 17, 2022
This filing lists 2 non-derivative transactions and 1 derivative transaction. It carries over 2 transactions from the original filing that it did not restate. Open-market sales total $147.0K. It was filed 156 days after the trade.
This amendment restates part of 0001209191-22-046523 (filed Aug 17, 2022). The transactions it did not restate still count and are listed below.
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.
| Owner | Relationship to the company |
|---|---|
| Jain Tarun KumarCIK 0001870859 | Officer (Chief Product Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 15, 2022 | Class A Common Stock | MOption exerciseAcquired | +362,272 | $0.00 | $0 | 613,966 | Direct | |
| Aug 15, 2022 | Class A Common Stock | FTax withholdingDisposed | −191,994 | $1.66 | −$318,710.04 | 421,972 | Direct |
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.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 15, 2022 | Class A Common Stock | MOption exerciseDisposed | −270,062 | $0.00 | $0 | 2,700,617 | Direct |
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001209191-22-046523 (filed Aug 17, 2022).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 17, 2022 | Class A Common Stock | SSaleDisposed | −88,000 | $1.67F4 | −$146,960 | 358,729 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 15, 2022 | Class A Common Stock | MOption exerciseDisposed | −294,613 | $0.00 | $0 | 2,651,515 | Direct |
Footnotes on the original
The footnotes that the prices of these transactions refer to on the original filing.
- F4
The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $1.64 to $1.73. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer 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 range set forth in this footnote.
Referenced by the price of 1 transaction in Table I.
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
On August 17, 2022, the Reporting Person filed a Form 4 that inadvertently stated the incorrect number of shares settled and withheld, and those numbers are corrected in this Form 4.
- F2
This number reflects the corrected number of aggregate Restricted Stock Units ("RSUs") settled as of August 15, 2022.
- F3
Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the settlement of RSUs reported on the original Form 4, as adjusted for the correction noted in this Form 4 filing.
- F4
This reported transaction represents the settlement of RSUs vested as of August 15, 2022.
- F5
Each RSU represents a contingent right to receive one share of Issuer's Class A Common Stock. Subject to the reporting person's continuous service, 1/12th of the RSUs will vest on a quarterly basis beginning on May 15, 2022 (with all quarterly vesting events occurring on a "Company Vesting Date" of February 15, May 15, April 15, or November 15). Vested RSUs will settle on or following the vesting date, but in any event within 60 days following the vesting date (unless the Reporting Person and the Company have agreed in writing to a later settlement date pursuant to the procedures the Company may prescribe at its discretion).