David A. Ladensohn - Jun 7, 2022 Form 3 Insider Report for Symbotic Inc. (SYM)

Role
10%+ Owner
Signature
/s/ Corey Dufresne, Attorney-in-Fact
Stock symbol
SYM
Transactions as of
Jun 7, 2022
Transactions value $
$0
Form type
3
Date filed
6/9/2022, 07:39 PM
Next filing
Jul 21, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding SYM Class A Common Stock 25K Jun 7, 2022 By Spouse F1
holding SYM Class A Common Stock 5.1K Jun 7, 2022 By Trust F2
holding SYM Class A Common Stock 50K Jun 7, 2022 By Ladensohn Family Investments, Ltd. F3
holding SYM Class A Common Stock 25K Jun 7, 2022 By David A. Ladensohn Roth IRA
holding SYM Class V-3 Common Stock 200M Jun 7, 2022 As Trustee for securities held by Trust F4, F5, F6, F7

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
holding SYM Symbotic Holdings Units Jun 7, 2022 Class A Common Stock 200M As Trustee for securities held by Trust F4, F5, F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person may be considered to have an indirect pecuniary interest in 25,000 shares of Class A Common Stock held by the Alice C. Panitz Residuary Trust, in which the Reporting Person's spouse has a pecuniary interest. The Reporting Person does not have voting or investment control over the shares and disclaims beneficial ownership of the shares held by the Alice C. Panitz Residuary Trust except to the extent that the Reporting Person may be considered to have an indirect pecuniary interest therein. The filing of this Form 3 shall not be deemed an admission that the Reporting Persons are the beneficial owners of the Spousal Shares for purposes of Section 16 of the Exchange Act or for any other purpose. The shares held by the Alice C. Panitz Residuary Trust were acquired pursuant to a Subscription Agreement, dated December 12, 2021, between the Issuer and the Alice C. Panitz Residuary Trust.
F2 The Reporting Person may be considered the beneficial owner of 5,100 shares of Class A Common Stock held by the Eliza Ladensohn New Hampshire Trust, for which the Reporting Person acts as trustee and members of the Reporting Person's immediate family have a pecuniary interest therein. The Reporting Person disclaims beneficial ownership of such securities except for his pecuniary interests therein. The shares held by the Eliza Ladensohn New Hampshire Trust were acquired pursuant to a Subscription Agreement, dated December 12, 2021, between the Issuer and the Eliza Ladensohn New Hampshire Trust.
F3 The Reporting Person may be considered the beneficial owner of 50,000 shares of Class A Common Stock held directly by Ladensohn Family Investments, Ltd., of which he is one of the general partners. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The shares held by Ladensohn Family Investments, Ltd, were acquired pursuant to a Subscription Agreement, dated December 12, 2021, between the Issuer and Ladensohn Family Investments, Ltd.
F4 Represents Symbotic Holdings Units received as consideration for limited liability company units of Warehouse Technologies LLC ("Warehouse") in connection with the Agreement and Plan of Merger, dated December 12, 2021, by and among the Issuer, Saturn Acquisition (DE) Corp., Warehouse and Symbotic Holdings LLC ("Symbotic Holdings"), as described in the Issuer's final prospectus filed with the Securities and Exchange Commission on June 1, 2022.
F5 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.
F6 Reflects Symbotic Holdings Units consisting of (i) 161,544,569 Symbotic Holdings Units held directly by the RBC Millennium Trust, for which the Reporting Person serves as co-trustee with Janet L. Cohen and may be deemed to have shared voting and investment power, (ii) 12,477,024 Symbotic Holdings Units held directly by the 2014 QSST F/B/O of Perry Cohen, for which the Reporting Person serves as sole trustee, (iii) 12,615,154 Symbotic Holdings Units held directly by the 2014 QSST F/B/O Rachel Cohen Kanter, for which the Reporting Person serves as sole trustee, (iv) 13,858,144 Symbotic Holdings Units held directly by the Jill Cohen Mill Trust, for which the Reporting Person serves as co-trustee with Janet L. Cohen and may be deemed to have shared voting and investment power.
F7 (Continued from Footnote 6) The Reporting Person specifically disclaims beneficial ownership of the securities reported herein except to the extent of his or her pecuniary interest therein, if any. The filing of this Form 3 shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities reported herein.

Remarks:

Exhibit Lists: 24.1- Power of Attorney.