Tuten Scott's Form 4 filing
Danimer Scientific, Inc. (DNMR) · filed Sep 20, 2021
- Accession no.
- 0001213900-21-048940
- Filed
- Sep 20, 2021
- Trade date
- Sep 16-17, 2021
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market sales total $165.6K. It was filed 4 days after the trade.
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 |
|---|---|
| Tuten ScottCIK 0001836749 | Officer (Chief Marketing 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 |
|---|---|---|---|---|---|---|---|---|
| Sep 16, 2021 | Class A Common Stock ("Common Stock") | AGrant or awardAcquired | +9,200 | –F1,F2 | – | 532,651 | Direct | |
| Sep 17, 2021 | Common Stock | MOption exerciseAcquired | +10,000 | $3.28 | +$32,800 | 542,651 | Direct | |
| Sep 17, 2021 | Common Stock | SSaleDisposed | −10,000 | $16.56F5 | −$165,600 | 532,651 | 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 |
|---|---|---|---|---|---|---|---|---|
| Sep 17, 2021 | Common Stock | MOption exerciseDisposed | −10,000 | $0.00 | $0 | 51,249 | Direct |
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
Pursuant to the Agreement and Plan of Merger, dated as of October 3, 2020, by and among Live Oak Acquisition Corp., a Delaware corporation ("Live Oak"), Green Merger Corp., a Georgia corporation and wholly owned subsidiary of Live Oak, Meredian Holdings Group Inc., a Georgia corporation ("MHG"), Live Oak Sponsor Partners, LLC, as representative for Live Oak, and John A. Dowdy, Jr., as representative of the shareholders of the Issuer, as amended by Amendment No. 1, dated as of October 8, 2020, and Amendment No. 2, dated as of December 11, 2020 (as so amended, the "Merger Agreement"), by and among all the parties thereto, pursuant to which MHG became a direct, wholly-owned subsidiary of Live Oak, which subsequently changed its name to Danimer Scientific, Inc. (the "Issuer"), the Reporting Person is entitled to receive Reporting Person's pro rata portion of up to 6,000,000 Earn-Out Shares (as defined in the Merger Agreement) issuable among three tranches to MHG's shareholders based on the volume weighted average price of Issuer's stock price exceeding certain specified thresholds beginning on the six-month anniversary of the closing of the Merger.
Referenced by the price of 1 transaction in Table I.
- F2
(continuation of footnote 1) The condition for the first tranche of 2,500,000 Earn-Out Shares has been satisfied and the Reporting Person received Reporting Person's pro rata shares of such Earn-Out Shares on September 16, 2021. The issuance of shares of the Issuer as merger consideration in the Merger, including the receipt of the Earn-Out Shares reported on this Form 4, was approved by Issuer's board of directors in December 2020 and is exempt under Rule 16b-3.
Referenced by the price of 1 transaction in Table I.
- F5
The September 17, 2021 sale of 10,000 shares of Common Stock was executed in multiple trades at prices ranging from $16.37 to $16.64. The price reported above reflects the volume-weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
Referenced by the price of 1 transaction in Table I.