R. ANDREW HEYER - 31 Dec 2022 Form 5 Insider Report for ARKO Corp. (ARKO)

Role
Director
Signature
/s/ Andrew R. Heyer
Issuer symbol
ARKO
Transactions as of
31 Dec 2022
Transactions value $
$0
Form type
5
Filing time
14 Apr 2023, 17:46:45 UTC
Previous filing
20 Jan 2023
Next filing
03 Jan 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ARKO Common Stock Gift $0 -180K -22.89% $0.00 605K 19 Aug 2022 Direct F1, F3
transaction ARKO Common Stock Gift $0 +180K $0.00 180K 19 Aug 2022 By Heyer Investment Management, LLC F1, F3

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 ARKO Private Placement Warrants Gift $0 -338K -100% $0.00* 0 19 Aug 2022 Common Stock 338K $11.50 Direct F2, F3
transaction ARKO Private Placement Warrants Gift $0 +338K $0.00 338K 19 Aug 2022 Common Stock 338K $11.50 By Heyer Investment Management, LLC F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On August 19, 2022, upon the termination of the Andrew R. Heyer 2019 Grantor Retained Annuity Trust (the "Retained Annuity Trust"), 179,649 shares of ARKO Corp. common stock were transferred to Heyer Investment Management, LLC, of which the reporting person is the managing member, and 56,500 shares of ARKO Corp. common stock were transferred directly to the reporting person. The latter transfer represented a change in the reporting person's form of ownership and, therefore, was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
F2 On August 19, 2022, upon the termination of the Retained Annuity Trust, 337,873 private placement warrants to purchase shares of ARKO Corp. common stock were transferred to Heyer Investment Management, LLC, of which the reporting person is the managing member.
F3 The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.