Cohen Richard B's Form 4 filing
Symbotic Inc. (SYM) · filed Feb 28, 2024
- Accession no.
- 0001837240-24-000044
- Filed
- Feb 28, 2024, 9:49 PM ET
- Trade date
- Feb 26, 2024
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 12 non-derivative transactions and 4 derivative transactions. Open-market sales total $191.6M. It was filed 2 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 |
|---|---|
| Cohen Richard BCIK 0001933447 | Director, Officer (See Remarks), 10% Owner |
| RJJRP Holdings, Inc.CIK 0001932962 | 10% Owner |
| RBC 2021 4 Year GRATCIK 0001932966 | 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 |
|---|---|---|---|---|---|---|---|---|
| Feb 26, 2024 | Class V-3 Common Stock | JOtherDisposed | −33,449 | –F1,F2 | – | 2,431,133 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherAcquired | +33,449 | –F1,F2 | – | 33,449 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | SSaleDisposed | −33,449 | $39.69 | −$1,327,590.81 | 0 | Indirect | |
| Feb 26, 2024 | Class V-1 Common Stock | JOtherDisposed | −2,279,097 | –F1,F4 | – | 2,292,405 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherAcquired | +2,279,097 | –F1,F4 | – | 2,279,097 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | SSaleDisposed | −2,279,097 | $36.69 | −$83,620,068.93 | 0 | Indirect | |
| Feb 26, 2024 | Class V-1 Common Stock | JOtherDisposed | −602,158 | –F1,F5 | – | 2,215,990 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherAcquired | +602,158 | –F1,F5 | – | 602,158 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | SSaleDisposed | −602,158 | $39.69 | −$23,899,651.02 | 0 | Indirect | |
| Feb 26, 2024 | Class V-3 Common Stock | JOtherDisposed | −2,085,296 | –F1,F6 | – | 151,561,831 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherAcquired | +2,085,296 | –F1,F6 | – | 2,085,296 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | SSaleDisposed | −2,085,296 | $39.69 | −$82,765,398.24 | 0 | Indirect |
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 |
|---|---|---|---|---|---|---|---|---|
| Feb 26, 2024 | Class A Common Stock | JOtherDisposed | −33,449 | –F1 | – | 2,431,133 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherDisposed | −2,279,097 | –F1 | – | 165,647,479 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherDisposed | −602,158 | –F1 | – | 43,765,590 | Indirect | |
| Feb 26, 2024 | Class A Common Stock | JOtherDisposed | −2,085,296 | –F1 | – | 151,561,831 | 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 term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-3 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-3 Common Stock. Shares of Class V-3 Common Stock of the Issuer have no economic rights and each share of Class V-3 Common Stock entitles its holder to 3 votes per share.
Referenced by the price of 8 transactions in Table I and 4 transactions in Table II.
- F2
On February 26, 2024, the Richard B. Cohen Revocable Trust sold 33,449 shares of Class A Common Stock (the "Trust Stock Sale") for an aggregate purchase price of $1,327,591. In anticipation of the Trust Stock Sale, on February 26, 2024, the Richard B. Cohen Revocable Trust redeemed 33,449 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Trust Redemption"). In connection with the Trust Redemption, the Symbotic Holdings LLC ("Symbotic Holdings") cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 33,449 shares of Class V-3 Common Stock.
Referenced by the price of 2 transactions in Table I.
- F4
On February 26, 2024, The RBC 2021 4 Year GRAT sold 2,279,097 shares of Class A Common Stock (the "GRAT Stock Sale") for an aggregate purchase price of $90,457,360. In anticipation of the GRAT Stock Sale, on February 26, 2024, The RBC 2021 4 Year GRAT redeemed 2,279,097 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "GRAT Redemption"). In connection with the GRAT Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 2,279,097 shares of Class V-1 Common Stock.
Referenced by the price of 2 transactions in Table I.
- F5
On February 26, 2024, RJJRP Holdings, Inc. sold 602,158 shares of Class A Common Stock (the "RJJRP Stock Sale" and, together with the Trust Stock Sale and the GRAT Stock Sale, the "Stock Sales") for an aggregate purchase price of $23,899,651. In anticipation of the RJJRP Stock Sale, on February 26, 2024, RJJRP Holdings, Inc. redeemed 602,158 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "RJJRP Redemption" and, together with the Trust Redemption and the GRAT Redemption, the "Redemptions"). In connection with the RJJRP Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 602,158 shares of Class V-1 Common Stock.
Referenced by the price of 2 transactions in Table I.
- F6
On February 26, 2024, The RBC Millennium Trust sold 2,085,296 shares of Class A Common Stock (the "Spousal Stock Sale") for an aggregate purchase price of $82,765,398. In anticipation of the Spousal Stock Sale, on February 26, 2024, The RBC Millennium Trust redeemed 2,085,296 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Spousal Redemption"). In connection with the Spousal Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 2,085,296 shares of Class V-3 Common Stock.
Referenced by the price of 2 transactions in Table I.
Remarks
Board Chair, President and Chief Executive Officer