John W. Foley II - 17 Mar 2022 Form 4 Insider Report for CarLotz, Inc.

Role: Chief Operating Officer
Signature: /s/ Rebecca C. Polak as attorney-in-fact for Mr. Foley
Issuer symbol: N/A
Transactions as of: 17 Mar 2022
Net transactions value: $0
Form type: 4
Filing time: 21 Mar 2022, 16:05:22 UTC
Previous filing: 02 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	LOTZ	Class A Common Stock						7,773	17 Mar 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	LOTZ	Stock Option (right to buy)	Award	$0	+257,335		$0.000000	257,335	17 Mar 2022	Class A Common Stock	257,335	$1.68	Direct	F6
transaction	LOTZ	Restricted Stock Units	Award	$0	+178,572		$0.000000	178,572	17 Mar 2022	Class A Common Stock	178,572		Direct	F4, F7
holding	LOTZ	Stock Option (right to buy)						178,373	17 Mar 2022	Class A Common Stock	178,373	$0.6400	Direct	F1
holding	LOTZ	Stock Option (right to buy)						613,480	17 Mar 2022	Class A Common Stock	613,480	$0.9200	Direct	F1
holding	LOTZ	Stock Option (right to buy)						407,710	17 Mar 2022	Class A Common Stock	407,710	$0.9200	Direct	F1
holding	LOTZ	Stock Option (right to buy)						64,109	17 Mar 2022	Class A Common Stock	64,109	$11.35	Direct	F2
holding	LOTZ	Restricted Stock Units						120,698	17 Mar 2022	Class A Common Stock	120,698		Direct	F3, F4
holding	LOTZ	Restricted Stock Units						33,039	17 Mar 2022	Class A Common Stock	33,039		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These options are fully vested and exercisable.
F2	These options are service options that vest based on the passage of time and the Reporting Person's continued service with the Issuer. 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.
F3	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.
F4	Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
F5	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-third of these restricted stock units vest on January 21, 2023, one-third of these restricted stock units vest on January 21, 2024 and one-third of these restricted stock units vest on January 21, 2025, assuming continued employment through the applicable vesting date.
F6	The options will vest and become exercisable in three equal annual installments commencing on March 17, 2023, subject to the Reporting Person's continuous service with the Issuer through the relevant vesting dates.
F7	The restricted stock units will vest in three equal annual installments commencing on March 17, 2023, subject to the Reporting Person's continuous service with the Issuer through the relevant vesting dates.