| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | BTRS | Class 1 Common Stock | Sale | -$29M | -2.47M | -14.8% | $11.73 | 14.2M | Jul 6, 2021 | See footnote | F1, F2, F3 |
Riverwood Capital Partners II L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | Consists of (i) 513,209 shares of the Issuer's Class 1 Common Stock, par value $0.0001 per share (the "Common Stock") sold by Riverwood Capital Partners II (Parallel-B) L.P. ("Parallel B") and (ii) 1,961,330 shares of Common Stock sold by Riverwood Capital Partners II L.P. ("Partners II" and together with Parallel-B, "Riverwood Capital." |
| F2 | Pursuant to an Underwriting Agreement, dated June 30, 2021, entered into between the Issuer and the underwriters and selling securityholders named therein, this amount represents the $11.72937 sale price per share of Common Stock received by Riverwood Capital in connection with a registered offering that closed on July 6, 2021. |
| F3 | Consists of (i) 2,954,508 shares of Common Stock held by Parallel-B and (ii) 11,291,232 shares of Common Stock held by Partners II. Riverwood Capital II L.P. is the general partner of Riverwood Capital. The general partner of Riverwood Capital II L.P. is Riverwood Capital GP II Ltd. Riverwood Capital II L.P. and Riverwood Capital GP II Ltd. may be deemed to have shared voting and dispositive power over, and be deemed to be indirect beneficial owners of, shares directly held by Riverwood Capital. All investment decisions with respect to the shares held by Riverwood Capital are made by a majority vote of a four-member investment committee. All voting decisions over the shares held by Riverwood Capital are made by a majority vote of Riverwood Capital GP II Ltd.'s eleven shareholders. |
The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. This filing shall not be deemed an admission that the Reporting Persons are beneficial owners of all securities covered by this filing for purposes of Section 16 of the Exchange Act or otherwise, and each Reporting Person disclaims beneficial ownership of these securities, except to the extent of such Reporting Person's pecuniary interest therein, if any.