Roger H. Lee - Aug 9, 2022 Form 4 Insider Report for Wag! Group Co. (PET)

Role
Director
Signature
/s/ Roger H. Lee
Stock symbol
PET
Transactions as of
Aug 9, 2022
Transactions value $
$0
Form type
4
Date filed
8/9/2022, 07:42 PM
Previous filing
Nov 24, 2021
Next filing
Feb 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PET Common Stock Award +69.4K 69.4K Aug 9, 2022 By Battery Investment Partners XI, LLC F1, F2, F7
transaction PET Common Stock Award +1.56M 1.56M Aug 9, 2022 By Battery Ventures XI-A Side Fund, L.P. F1, F3, F7
transaction PET Common Stock Award +1.5M 1.5M Aug 9, 2022 By Battery Ventures XI-A, L.P. F1, F4, F7
transaction PET Common Stock Award +337K 337K Aug 9, 2022 By Battery Ventures XI-B Side Fund, L.P. F1, F5, F7
transaction PET Common Stock Award +395K 395K Aug 9, 2022 By Battery Ventures XI-B, L.P. F1, F6, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series C Preferred Stock of Wag Labs Inc. automatically converted into shares of Wag! Group Co. Common Stock on a 1 for 0.97 basis and each share of Series P Preferred Stock of Wag Labs, Inc. automatically converted into shares of Wag! Group Co. Common Stock on a 1:1 basis in connection with the merger of Wag Labs, Inc. into CHW Merger Sub, Inc. with Wag Labs, Inc. being the surviving entity and becoming a subsidiary of Wag! Group Co. (the "Business Combination") upon the closing date of the Business Combination.
F2 The reported securities are owned directly by Battery Investment Partners XI, LLC ("BIP XI"). Battery Partners XI, LLC ("BP XI") is the managing member of BIP XI. BP XI may be deemed to beneficially own the shares held by BIP XI. BP XI's investment adviser is Battery Management Corp. ("BMC"). Neeraj Agrawal, Michael Brown, Jesse Feldman, Russell Fleischer, Roger Lee, Chelsea Stoner, Dharmesh Thakker, and Scott Tobin (collectively the "BP XI Managing Members") are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BIP XI.
F3 The reported securities are owned directly by Battery Ventures XI-A Side Fund, L.P. ("BV XI-A SF"). Battery Partners XI Side Fund, LLC ("BP XI SF") is the general partner of BV XI-A SF and may be deemed to beneficially own the shares held by BV XI-A SF. BP XI SF's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BV XI-A SF.
F4 The reported securities are owned directly by Battery Ventures XI-A, L.P. ("BV XI-A"). BP XI is the general partner of BV XI-A. BP XI may be deemed to beneficially own the shares held by BV XI-A. BP XI's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BV XI-A.
F5 The reported securities are owned directly by Battery Ventures XI-B Side Fund, L.P. ("BV XI-B SF"). BP XI SF is the general partner of BV XI-B SF and may be deemed to beneficially own the shares held by BV XI-B SF. BP XI SF's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI SF and may be deemed to share voting and dispositive power over the securities held by BV XI-B SF.
F6 The reported securities are owned directly by Battery Ventures XI-B, L.P. ("BV XI-B"). BP XI is the general partner of BV XI-B. BP XI may be deemed to beneficially own the shares held by BV XI-B. BP XI's investment adviser is BMC. The BP XI Managing Members are the managing members of BP XI and may be deemed to share voting and dispositive power over the securities held by BV XI-B.
F7 The Reporting Person disclaims beneficial ownership of the securities included in this report, except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F8 The Business Combination Agreement provides that certain eligible company equity holders will receive earn-out shares as additional consideration for the company interests acquired in connection with the Business Combination, for no consideration, after certain triggering events as defined in the Business Combination Agreement. The reporting person's right to receive additional shares pursuant to this earn-out right became fixed on August 9, 2022, the effective date of the Business Combination.