Brian D. Finn - 02 Dec 2022 Form 4 Insider Report for Sarcos Technology & Robotics Corp (PDYN)

Role
Director
Signature
BRIAN D. FINN /s/ Brian D. Finn
Issuer symbol
PDYN
Transactions as of
02 Dec 2022
Net transactions value
$0
Form type
4
Filing time
05 Dec 2022, 16:00:20 UTC
Previous filing
04 Oct 2022
Next filing
13 Dec 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction STRC Common Stock Other $0 +565,929 +69% $0.000000 1,388,688 02 Dec 2022 By Marstar Investments LLC F1, F2
transaction STRC Common Stock Other $0 -5,672,168 -100% $0.000000* 0 02 Dec 2022 By Rotor Sponsor LLC F3, F4
transaction STRC Common Stock Other $0 +772,730 +56% $0.000000 2,161,418 02 Dec 2022 By Marstar Investments LLC F2, F3
transaction STRC Common Stock Other $0 +515,153 $0.000000 515,153 02 Dec 2022 By MI-MJ LLC F3, F5
holding STRC Common Stock 100,000 02 Dec 2022 By MI-CM LLC F6
holding STRC Common Stock 70,007 02 Dec 2022 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 STRC Warrants Other -5,970,684 -100% 0 02 Dec 2022 Common Stock 5,970,684 $11.50 By Rotor Sponsor LLC F3, F4, F7
transaction STRC Warrants Other +821,463 821,463 02 Dec 2022 Common Stock 821,463 $11.50 By Marstar Investments LLC F2, F3, F7
transaction STRC Warrants Other +547,642 547,642 02 Dec 2022 Common Stock 547,642 $11.50 By MI-MJ LLC F3, F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 2, 2022, Rotor-Sarcos LLC ("Rotor-Sarcos") made a pro rata distribution of shares of Issuer common stock to its member and interest holders. As part of this distribution, Marstar Investments LLC ("Marstar"), a member and interest holder of Rotor-Sarcos, received 434,779 shares of Issuer common stock.
F2 Securities are held by Marstar. Mr. Finn is the administrator of Marstar and has sole voting and dispositive power over the shares of Issuer common stock held by Marstar. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.
F3 On December 2, 2022, Rotor Sponsor LLC ("Sponsor") made a pro rata distribution of all of its shares of Issuer common stock and all of its private warrants to acquire Issuer common stock to its member and interest holders (the "Sponsor Distribution"). As part of this distribution, Marstar and MI-MJ LLC ("MI-MJ), each a member and interest holder of Sponsor, received 772,730 and 515,153 shares of Issuer common stock, respectively, and 821,463 and 547,642 private warrants, respectively. Sponsor no longer has a reportable beneficial interest in any Issuer securities.
F4 Mr. Finn is the managing member of Sponsor.
F5 Securities are held by MI-MJ. Mr. Finn is the administrator of MI-MJ. As administrator, Mr. Finn has sole voting and dispositive power over the shares of Issuer common stock held by MI-MJ. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.
F6 Shares are held by MI-CM LLC ("MI-CM"). Mr. Finn is the administrator of MI-CM. As administrator, Mr. Finn has sole voting and dispositive power over the shares of Issuer common stock held by MI-CM. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.
F7 Private placement warrants were acquired by Sponsor upon consummation of the Issuer's initial public offering on January 20, 2021 (the "IPO") at a purchase price of $1.00 per warrant, with each warrant exercisable for one share of the Issuer's Class A Common Stock. The private placement warrants became exercisable at any time commencing on the later of one year from the closing of the IPO and 30 days after the completion of Issuer's initial business combination. In connection with the Issuer's initial business combination, the Issuer's Class A common stock was redesignated as Common Stock. The Issuer's initial business combination closed on September 24, 2021. The private placement warrants expire five years after the closing of the Issuer's initial business combination.

Remarks:

The reporting person has resigned as the manager of Rotor-Sarcos and therefore no longer has a reportable beneficial interest in the shares of Issuer common stock owned by this entity included in the reporting person's prior ownership reports.