John W. Foley II - Jan 31, 2022 Form 4 Insider Report for CarLotz, Inc. (LOTZ)

Role
Chief Operating Officer
Signature
/s/ Rebecca C. Polak as attorney-in-fact for Mr. Foley
Stock symbol
LOTZ
Transactions as of
Jan 31, 2022
Transactions value $
-$6,676
Form type
4
Date filed
2/2/2022, 04:52 PM
Next filing
Mar 21, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LOTZ Class A Common Stock Options Exercise $0 +11K $0.00 11K Jan 31, 2022 Direct F1
transaction LOTZ Class A Common Stock Sale -$6.68K -3.24K -29.43% $2.06* 7.77K Feb 1, 2022 Direct 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
transaction LOTZ Restricted Stock Units Options Exercise $0 -11K -25% $0.00 33K Jan 31, 2022 Class A Common Stock 11K Direct F6, F7
holding LOTZ Stock Option (right to buy) 178K Jan 31, 2022 Class A Common Stock 178K $0.64 Direct F3
holding LOTZ Stock Option (right to buy) 613K Jan 31, 2022 Class A Common Stock 613K $0.92 Direct F3
holding LOTZ Stock Option (right to buy) 408K Jan 31, 2022 Class A Common Stock 408K $0.92 Direct F3
holding LOTZ Stock Option (right to buy) 64.1K Jan 31, 2022 Class A Common Stock 64.1K $11.35 Direct F4
holding LOTZ Restricted Stock Units 121K Jan 31, 2022 Class A Common Stock 121K Direct F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis. The restricted stock units vested in Class A common stock on January 31, 2022.
F2 The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover withholding taxes in connection with the settlement of restricted stock units.
F3 These options are fully vested and exercisable.
F4 These options are service options that vest based on the passage of time and the reporting person's continued service with the Company. 16,027 of these options are currently exercisable and the remaining 48,082 become exercisable in three equal annual installments beginning on January 21, 2023.
F5 These restricted stock units will vest if, prior to January 21, 2026, the closing share price of the Class A common stock exceeds the following thresholds. One-half will vest if the closing share price of the Class A common stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will vest if the closing share price of the Class A common stock exceeds $15.00 for any 20 trading days within any 30 trading day period.
F6 Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
F7 These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in Class A common stock as follows: one-fourth of these restricted stock units vested on January 31, 2022, one-fourth of these restricted stock units vest on January 21, 2023, one-fourth of these restricted stock units vest on January 21, 2024 and one-fourth of these restricted stock units vest on January 21, 2025, assuming continued employment through the applicable vesting date.