Richard B. Cohen - Feb 26, 2024 Form 4 Insider Report for Symbotic Inc. (SYM)

Signature
/s/ Corey Dufresne, Attorney-in-Fact for Richard B. Cohen
Stock symbol
SYM
Transactions as of
Feb 26, 2024
Transactions value $
-$191,612,709
Form type
4
Date filed
2/28/2024, 09:49 PM
Previous filing
Dec 15, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SYM Class V-3 Common Stock Other -33.4K -1.36% 2.43M Feb 26, 2024 By the Richard B. Cohen Revocable Trust F1, F2, F3
transaction SYM Class A Common Stock Other +33.4K 33.4K Feb 26, 2024 By the Richard B. Cohen Revocable Trust F1, F2, F3
transaction SYM Class A Common Stock Sale -$1.33M -33.4K -100% $39.69 0 Feb 26, 2024 By the Richard B. Cohen Revocable Trust F2, F3
transaction SYM Class V-1 Common Stock Other -2.28M -49.85% 2.29M Feb 26, 2024 By the RBC 2021 4 Year GRAT F1, F3, F4
transaction SYM Class A Common Stock Other +2.28M 2.28M Feb 26, 2024 By The RBC 2021 4 Year GRAT F1, F3, F4
transaction SYM Class A Common Stock Sale -$83.6M -2.28M -100% $36.69 0 Feb 26, 2024 By The RBC 2021 4 Year GRAT F3, F4
transaction SYM Class V-1 Common Stock Other -602K -21.37% 2.22M Feb 26, 2024 By RJJRP Holdings, Inc. F1, F3, F5
transaction SYM Class A Common Stock Other +602K 602K Feb 26, 2024 By RJJRP Holdings, Inc. F1, F3, F5
transaction SYM Class A Common Stock Sale -$23.9M -602K -100% $39.69 0 Feb 26, 2024 By RJJRP Holdings, Inc. F3, F5
transaction SYM Class V-3 Common Stock Other -2.09M -1.36% 152M Feb 26, 2024 By Spouse F1, F6, F7, F8
transaction SYM Class A Common Stock Other +2.09M 2.09M Feb 26, 2024 By Spouse F1, F6, F7, F8
transaction SYM Class A Common Stock Sale -$82.8M -2.09M -100% $39.69 0 Feb 26, 2024 By Spouse F6, F7, F8
holding SYM Class V-3 Common Stock 163M Feb 26, 2024 By the RBC 2021 4 Year GRAT F1, F3
holding SYM Class V-3 Common Stock 41.5M Feb 26, 2024 By RJJRP Holdings, Inc. F1, F3

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 SYM Symbotic Holdings Units Other -33.4K -1.36% 2.43M Feb 26, 2024 Class A Common Stock 33.4K By the Richard B. Cohen Revocable Trust F1, F2, F3
transaction SYM Symbotic Holdings Units Other -2.28M -1.36% 166M Feb 26, 2024 Class A Common Stock 2.28M By RBC 2021 4 Year GRAT F1, F3, F4
transaction SYM Symbotic Holdings Units Other -602K -1.36% 43.8M Feb 26, 2024 Class A Common Stock 602K By RJJRP Holdings, Inc. F1, F3, F5
transaction SYM Symbotic Holdings Units Other -2.09M -1.36% 152M Feb 26, 2024 Class A Common Stock 2.09M By Spouse F1, F6, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-3 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-3 Common Stock. Shares of Class V-3 Common Stock of the Issuer have no economic rights and each share of Class V-3 Common Stock entitles its holder to 3 votes per share.
F2 On February 26, 2024, the Richard B. Cohen Revocable Trust sold 33,449 shares of Class A Common Stock (the "Trust Stock Sale") for an aggregate purchase price of $1,327,591. In anticipation of the Trust Stock Sale, on February 26, 2024, the Richard B. Cohen Revocable Trust redeemed 33,449 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Trust Redemption"). In connection with the Trust Redemption, the Symbotic Holdings LLC ("Symbotic Holdings") cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 33,449 shares of Class V-3 Common Stock.
F3 Following the Stock Sales and the Redemptions, Richard B. Cohen may be considered the beneficial owner of (i) 163,355,074 shares of Class V-3 Common Stock and 2,292,405 shares of Class V-1 Common Stock held of record by The RBC 2021 4 Year GRAT, of which Richard B. Cohen is trustee and the sole beneficiary, (ii) 41,549,600 shares of Class V-3 Common Stock and 2,215,990 shares of Class V-1 Common Stock held of record by RJJRP Holdings, Inc., of which Richard B. Cohen is a shareholder and the President and Chief Executive Officer, and (iii) 2,431,133 shares of Class V-3 Common Stock held of record by the Richard B. Cohen Revocable Trust, of which Richard B. Cohen is trustee and the sole beneficiary and, in each case, an equal number of the paired Symbotic Holdings Units.
F4 On February 26, 2024, The RBC 2021 4 Year GRAT sold 2,279,097 shares of Class A Common Stock (the "GRAT Stock Sale") for an aggregate purchase price of $90,457,360. In anticipation of the GRAT Stock Sale, on February 26, 2024, The RBC 2021 4 Year GRAT redeemed 2,279,097 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "GRAT Redemption"). In connection with the GRAT Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 2,279,097 shares of Class V-1 Common Stock.
F5 On February 26, 2024, RJJRP Holdings, Inc. sold 602,158 shares of Class A Common Stock (the "RJJRP Stock Sale" and, together with the Trust Stock Sale and the GRAT Stock Sale, the "Stock Sales") for an aggregate purchase price of $23,899,651. In anticipation of the RJJRP Stock Sale, on February 26, 2024, RJJRP Holdings, Inc. redeemed 602,158 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "RJJRP Redemption" and, together with the Trust Redemption and the GRAT Redemption, the "Redemptions"). In connection with the RJJRP Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 602,158 shares of Class V-1 Common Stock.
F6 On February 26, 2024, The RBC Millennium Trust sold 2,085,296 shares of Class A Common Stock (the "Spousal Stock Sale") for an aggregate purchase price of $82,765,398. In anticipation of the Spousal Stock Sale, on February 26, 2024, The RBC Millennium Trust redeemed 2,085,296 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Spousal Redemption"). In connection with the Spousal Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 2,085,296 shares of Class V-3 Common Stock.
F7 Following the Spousal Stock Sale and the Spousal Redemption, Richard B. Cohen may be considered to have an additional indirect pecuniary interest in (i) 151,561,831 Symbotic Holdings Units (including the equivalent number of paired shares of Class V-3 Common Stock) held of record by The RBC Millennium Trust and (ii) 14,403,979 Symbotic Holdings Units (including 545,835 paired shares of Class V-1 Common Stock and 13,858,144 paired shares of Class V-3 Common Stock) held of record by the Jill Cohen Mill Trust (together, the "Spousal Units"), in each of which Mr. Cohen's spouse acts as trustee and to which members of Mr. Cohen's immediate family have a pecuniary interest.
F8 (Continued from Footnote 8) Richard B. Cohen does not have voting or investment control over the Spousal Units and disclaims beneficial ownership of the Spousal Units except to the extent that Mr. Cohen may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the Spousal Units for purposes of Section 16 or for any other purpose.

Remarks:

Board Chair, President and Chief Executive Officer