Winn Walter Timothy's Form 4 filing
Southland Holdings, Inc. (SLND) · filed Jun 12, 2023
- Accession no.
- 0001446472-23-000024
- Filed
- Jun 12, 2023
- Trade date
- Jun 8-12, 2023
- Filing delay
- 4 days
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions. Open-market sales total $359.2K. 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 |
|---|---|
| Winn Walter TimothyCIK 0001965926 | Director, Officer (Co-COO and EVP), 10% Owner |
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 |
|---|---|---|---|---|---|---|---|---|
| Jun 8, 2023 | Common Stock | SSaleDisposed | −12,365 | $8.72F1,F2,F5 | −$107,822.8 | 1,680,373 | Indirect | |
| Jun 9, 2023 | Common Stock | SSaleDisposed | −18,696 | $8.84F1,F3,F5 | −$165,272.64 | 1,661,677 | Indirect | |
| Jun 12, 2023 | Common Stock | SSaleDisposed | −10,000 | $8.61F1,F4,F5 | −$86,100 | 1,651,677 | Indirect |
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
The shares reported as sold in Column 4 are earnout shares held directly by the spouse of the reporting person that were acquired pursuant to an earnout right in connection with that certain Merger Agreement, dated May 25, 2022, by and among the Issuer, Legato Merger Sub Inc. and Southland Holdings, LLC. Such shares were held by the spouse of the reporting person as separate property. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the reporting person expressly disclaims any pecuniary interest of any such shares or proceeds from the disposition thereof and this report shall not be deemed an admission that such reporting person is the beneficial owner of such shares for purposes of Section 16 or otherwise.
Referenced by the price of 3 transactions in Table I.
- F2
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.65 to $8.83, inclusive.
Referenced by the price of 1 transaction in Table I.
- F3
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.80 to $8.90, inclusive.
Referenced by the price of 1 transaction in Table I.
- F4
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.60 to $8.62, inclusive.
Referenced by the price of 1 transaction in Table I.
- F5
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 ranges set forth in footnotes (2), (3) and (4) to this Form 4.
Referenced by the price of 3 transactions in Table I.