Tomer Pascal - 10 Mar 2021 Form 4/A - Amendment Insider Report for Aterian, Inc. (ATER)

Signature
/s/ Tomer Pascal
Issuer symbol
ATER
Transactions as of
10 Mar 2021
Net transactions value
-$3,328,487
Form type
4/A - Amendment
Filing time
02 Jul 2021, 17:01:01 UTC
Date Of Original Report
15 Mar 2021
Next filing
23 Dec 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ATER Common Stock Sale $560,483 -17,700 -5.9% $31.67* 281,392 10 Mar 2021 Direct F1, F2
transaction ATER Common Stock Sale $72,556 -2,190 -0.78% $33.13* 279,202 10 Mar 2021 Direct F1, F3
transaction ATER Common Stock Sale $414,418 -12,202 -4.4% $33.96* 267,000 10 Mar 2021 Direct F1, F4
transaction ATER Common Stock Sale $283,504 -8,071 -3% $35.13* 258,929 10 Mar 2021 Direct F1, F5
transaction ATER Common Stock Sale $510,186 -14,108 -5.4% $36.16* 244,821 10 Mar 2021 Direct F1, F6
transaction ATER Common Stock Sale $377,925 -10,169 -4.2% $37.16* 234,652 10 Mar 2021 Direct F1, F7
transaction ATER Common Stock Sale $83,050 -2,187 -0.93% $37.97* 232,465 10 Mar 2021 Direct F1, F8
transaction ATER Common Stock Sale $66,939 -2,107 -0.91% $31.77* 230,358 11 Mar 2021 Direct F1, F9
transaction ATER Common Stock Options Exercise $194,400 +20,000 +8.7% $9.72* 250,358 11 Mar 2021 Direct F10
transaction ATER Common Stock Sale $690,570 -20,000 -8% $34.53* 230,358 11 Mar 2021 Direct F1, F11
transaction ATER Common Stock Options Exercise $194,400 +20,000 +8.7% $9.72* 250,358 12 Mar 2021 Direct F10
transaction ATER Common Stock Sale $657,656 -20,000 -8% $32.88* 230,358 12 Mar 2021 Direct F1, F12

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ATER Employee Stock Option (right to buy) Options Exercise $0 -20,000 -12% $0.000000 146,666 11 Mar 2021 Common Stock 20,000 $9.72 Direct F10, F13, F14, F15
transaction ATER Employee Stock Option (right to buy) Options Exercise $0 -20,000 -14% $0.000000 126,666 12 Mar 2021 Common Stock 20,000 $9.72 Direct F10, F13, F14, F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person 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.
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.
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.
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.
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.
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.
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.
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.
F10 The option exercise reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 14, 2020.
F11 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 $34.28 to $34.66, 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.
F12 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 $32.55 to $33.40, 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.
F13 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.
F14 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.
F15 Includes an option exercisable for 166,666 shares previously held by ELZ Ventures LTD, an entity of which the Reporting Person is the sole owner, which were transferred by ELZ Ventures LTD to the Reporting Person on December 14, 2020 and are now owned directly by the Reporting Person.

Remarks:

This Form 4 is being amended and restated to include certain sales that occurred in connection with the reported option exercise, to correct the sales transactions that were previously reported (including the prices at which such sales occurred) and to correct the number of securities beneficially owned following the reported transactions.