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

Signature
/s/ Roi Zahut
Stock symbol
ATER
Transactions as of
Mar 10, 2021
Transactions value $
-$2,926,213
Form type
4/A - Amendment
Date filed
12/23/2021, 04:00 PM
Date Of Original Report
Mar 15, 2021
Next filing
Jul 2, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ATER Common Stock Sale -$430K -13.6K -6.73% $31.67* 188K Mar 10, 2021 Direct F1, F2
transaction ATER Common Stock Sale -$55.5K -1.67K -0.89% $33.13* 186K Mar 10, 2021 Direct F1, F3
transaction ATER Common Stock Sale -$317K -9.33K -5% $33.96* 177K Mar 10, 2021 Direct F1, F4
transaction ATER Common Stock Sale -$217K -6.17K -3.48% $35.13* 171K Mar 10, 2021 Direct F1, F5
transaction ATER Common Stock Sale -$390K -10.8K -6.31% $36.16* 160K Mar 10, 2021 Direct F1, F6
transaction ATER Common Stock Sale -$289K -7.78K -4.86% $37.16* 152K Mar 10, 2021 Direct F1, F7
transaction ATER Common Stock Sale -$63.4K -1.67K -1.1% $37.97* 151K Mar 10, 2021 Direct F1, F8
transaction ATER Common Stock Sale -$51.3K -1.61K -1.07% $31.77* 149K Mar 11, 2021 Direct F1, F9
transaction ATER Common Stock Options Exercise $481K +48.1K +32.23% $10.00* 197K Mar 12, 2021 Direct
transaction ATER Common Stock Sale -$1.59M -48K -24.36% $33.16* 149K Mar 12, 2021 Direct F10
transaction ATER Common Stock Sale -$1.12K -33 -0.02% $34.05* 149K Mar 12, 2021 Direct

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 -48.1K -69.43% $0.00 21.2K Mar 12, 2021 Common Stock 48.1K $10.00 Direct F11, F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares were automatically sold by the Reporting Person on a non-discretionary basis solely to satisfy tax withholding obligations upon the previously scheduled vesting of restricted stock awards for which the March 10, 2021 vesting date was approved on December 14, 2020.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.51 to $32.45, inclusive. The reporting person undertakes to provide Aterian, Inc. (the "Company"), any security holder of the Company, 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 range set forth herein in this footnote.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.62 to $33.60, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.63 to $34.63, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.64 to $35.63, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.69 to $36.68, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.71 to $37.71, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F8 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.72 to $38.16, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F9 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.51 to $32.00, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F10 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.02 to $34.00, inclusive. The reporting person undertakes to provide the Company, any security holder of the Company, 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 range set forth herein in this footnote.
F11 1/3rd of the number of shares subject to the option vested on January 15, 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.
F12 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.

Remarks:

This Form 4 is being amended and restated to correct certain footnotes included in the Form 4, as amended (the "Amended Form 4"). The Amended Form 4 inadvertently indicated that the transactions reported therein were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 15, 2020. Certain of the previously reported transactions were instead non-discretionary, automatic sales of shares solely to satisfy tax withholding obligations upon the previously scheduled vesting of restricted stock awards for which the March 10, 2021 vesting date was approved on December 14, 2020.