Thomas F. Shannon - Apr 14, 2022 Form 4 Insider Report for Bowlero Corp. (BOWL)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Brett Parker, as Attorney-in-Fact for Thomas F. Shannon
Stock symbol
BOWL
Transactions as of
Apr 14, 2022
Transactions value $
$0
Form type
4
Date filed
4/21/2022, 05:57 PM
Previous filing
Apr 5, 2022
Next filing
May 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BOWL Class A Common Stock Conversion of derivative security +2.4M 2.4M Apr 14, 2022 Direct F1

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 BOWL Class B Common Stock Conversion of derivative security -2.4M -41.1% 3.44M Apr 14, 2022 Class A Common Stock 2.4M Direct F1, F2, F3
holding BOWL Class B Common Stock 52.5M Apr 14, 2022 Class A Common Stock 52.5M See footnote F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the conversion of Class B Common Stock (as defined below) into Class A Common Stock (as defined below) held of record by the Reporting Persons.
F2 The shares of Class B Common Stock, par value $0.0001 per share ("Class B Common Stock") are convertible into shares of the Issuer's Class A Common Stock, par value $0.0001 per share ("Class A Common Stock") at the option of the holder on a one-to-one basis, and will automatically convert to shares of Class A Common Stock upon (i) Mr. Shannon ceasing to beneficially own at least 10% of the Issuer's outstanding common stock, (ii) the death or disability of Mr. Shannon, (iii) the employment of Mr. Shannon as the CEO of the Issuer being terminated for cause, and (iv) the fifteenth anniversary of the closing of the Acquisition (as defined below).
F3 Represents shares of Class B Common Stock of the Issuer received in exchange for shares of capital stock of Bowlero. Corp ("Legacy Bowlero") in connection with the acquisition by the Issuer of Legacy Bowlero (the "Acquisition").
F4 Held directly by Cobalt Recreation LLC. The managing member of Cobalt Recreation LLC is The Cobalt Group LLC. The managing member of The Cobalt Group LLC is Mr. Shannon. Mr. Shannon disclaims beneficial ownership of the shares held by Cobalt Recreation LLC except to the extent of any pecuniary interest therein.