BFT (PTC) Ltd - Nov 1, 2023 Form 3 Insider Report for Grove Collaborative Holdings, Inc. (GROV)

Role
10%+ Owner
Signature
BFT (PTC) Limited, By: /s/ James Cahillane, as attorney-in-fact
Stock symbol
GROV
Transactions as of
Nov 1, 2023
Transactions value $
$0
Form type
3
Date filed
11/3/2023, 04:17 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GROV Class A Common Stock 4.53M Nov 1, 2023 See footnote F1, F2

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 GROV Warrants Nov 1, 2023 Class A Common Stock 775K $0.05 See footnote F2, F3
holding GROV Warrants Nov 1, 2023 Class A Common Stock 1.34M $57.50 See footnote F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of (i) 1,994,500 shares of Class A Common Stock owned of record by Virgin Group Acquisition Sponsor II LLC ("Sponsor") and (ii) 2,539,341 shares of Class A Common Stock owned of record by Corvina Holdings Limited ("Corvina").
F2 Corvina is the sole managing member and manager of Sponsor and holds an economic interest therein. Corvina is wholly owned by Virgin Group Holdings Limited ("VGHL"). BFT (PTC) Limited ("PTC'), in its capacity as trustee of trusts for the benefit of members of Sir Richard Branson's family and related philanthropic causes, is the sole holder of voting shares of VGHL. Under the terms of the trusts, BFT CLG (PTC) Limited has certain consent rights with respect to the exercise by PTC of its control over VGHL. As a result, each of the foregoing entities may be deemed to share beneficial ownership of the shares held by Sponsor and Corvina. Mr. Branson indirectly has the ability to control the appointment and removal of the management of VGHL and, as such, may be deemed to indirectly control the decisions of VGHL, regarding the voting and disposition of securities held by VGHL. Therefore, Mr. Branson may be deemed to have indirect beneficial ownership of the shares held by Sponsor and Corvina.
F3 Consists of 775,005 shares of Class A Common Stock underlying 3,875,028 warrants owned of record by Corvina.
F4 Consists of 1,340,000 shares of Class A Common Stock underlying 6,700,000 warrants owned of record by Sponsor.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney