Todd Krasnow - Mar 1, 2024 Form 4 Insider Report for Symbotic Inc. (SYM)

Role
Director
Signature
/s/ Corey Dufresne, Attorney-in-Fact for Todd Krasnow
Stock symbol
SYM
Transactions as of
Mar 1, 2024
Transactions value $
-$78,784
Form type
4
Date filed
3/6/2024, 06:30 AM
Previous filing
Feb 7, 2024
Next filing
Apr 9, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SYM Class A Common Stock Options Exercise +10.4K 10.4K Mar 1, 2024 Direct F1
transaction SYM Class V-1 Common Stock Other -2K -0.5% 396K Mar 1, 2024 Direct F2, F3, F4
transaction SYM Class A Common Stock Other +2K +19.14% 12.4K Mar 1, 2024 Direct F2, F3, F4
transaction SYM Class A Common Stock Sale -$78.8K -2K -16.07% $39.39 10.4K Mar 1, 2024 Direct F5, F6
transaction SYM Class V-1 Common Stock Gift $0 -30K -7.58% $0.00 366K Mar 5, 2024 Direct F2, F3, F8
transaction SYM Class V-1 Common Stock Gift $0 +30K $0.00 30K Mar 5, 2024 By Spouse F2, F3, F8
transaction SYM Class V-1 Common Stock Gift $0 -150K -40.98% $0.00 216K Mar 5, 2024 Direct F2, F3, F9
transaction SYM Class V-1 Common Stock Gift $0 +150K +500% $0.00 180K Mar 5, 2024 By Spouse F2, F3, F8, F9
holding SYM Class A Common Stock 50K Mar 1, 2024 By Trust F7
holding SYM Class V-1 Common Stock 728K Mar 1, 2024 By Inlet View, Inc. F10

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 Restricted Stock Units Options Exercise $0 -10.4K -100% $0.00* 0 Mar 1, 2024 Class A Common Stock 10.4K Direct F11, F12
transaction SYM Restricted Stock Units Award $0 +4.06K $0.00 4.06K Mar 1, 2024 Class A Common Stock 4.06K Direct F11, F13
transaction SYM Symbotic Holdings Units Other -2K -0.5% 396K Mar 1, 2024 Class A Common Stock 2K Direct F2, F3, F4
transaction SYM Symbotic Holdings Units Gift -30K -7.58% 366K Mar 5, 2024 Class A Common Stock 30K Direct F2, F3, F8
transaction SYM Symbotic Holdings Units Gift +30K 30K Mar 5, 2024 Class A Common Stock 30K By Spouse F2, F3, F8
transaction SYM Symbotic Holdings Units Gift -150K -40.98% 216K Mar 5, 2024 Class A Common Stock 150K Direct F2, F3, F9
transaction SYM Symbotic Holdings Units Gift +150K +500% 180K Mar 5, 2024 Class A Common Stock 150K By Spouse F2, F3, F8, F9
holding SYM Symbotic Holdings Units 728K Mar 1, 2024 Class A Common Stock 728K By Inlet View, Inc. F2, F3, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Restricted stock units convert into Class A common stock on a one-for-one basi
F2 Shares of Class V-1 Common Stock of the Issuer have no economic rights and each share of Class V-1 Common Stock entitles its holder to 1 vote per share.
F3 The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings LLC ("Symbotic Holdings") and an equal number of paired shares of Class V-1 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are 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, and in accordance with other terms and conditions set forth in Symbotic Holdings' Second Amended and Restated Limited Liability Company Agreement, dated as of June 7, 2022. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-1 Common Stock.
F4 On March 1, 2024, the Reporting Person sold 2,000 shares of Class A Common Stock pursuant to a trading plan entered into by the Reporting Person on August 25, 2023, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the "Stock Sale"). In connection with the Stock Sale and pursuant to the terms of the trading plan, effective March 1, 2024, the Reporting Person redeemed 2,000 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Redemption"). In connection with the Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 2,000 shares of Class V-1 Common Stock.
F5 This transaction was executed pursuant to a trading plan entered into by the Reporting Person on August 25, 2023, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
F6 In accordance with SEC guidance authorizing aggregate reporting of same-day purchases and sales, the shares were sold in multiple transactions at prices ranging from $39.24 to $39.65, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F7 Todd Krasnow may be considered the beneficial owner of 25,000 shares of Class A Common Stock held by the Krasnow Family 2019 Charitable Remainder Trust and 25,000 shares of Class A Common Stock held by the Todd and Deborah Krasnow CRUT, both of which are trusts for which Mr. Krasnow is trustee and to which Mr. Krasnow is a beneficiary. Mr. Krasnow disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F8 On March 5, 2024, the Reporting Person transferred 30,000 Symbotic Holdings Units and an equal number of paired shares of Class V-1 common stock to his spouse. The Reporting Person disclaims beneficial ownership of the securities held by his spouse, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his spouse's securities for purposes of Section 16 or for any other purpose.
F9 On March 5, 2024, the Reporting Person transferred 150,000 Symbotic Holdings Units and an equal number of paired shares of Class V-1 common stock to the Todd J. Krasnow 2024 Irrevocable Trust, in which the Reporting Person's spouse acts as trustee and to which members of the Reporting Person's immediate family have a pecuniary interest. The Reporting Person does not have voting or investment control over the securities held by the trust and disclaims beneficial ownership of of such securities except to the extent that the Reporting Person may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owners of the securities held by the trust for purposes of Section 16 or for any other purpose.
F10 Todd Krasnow may be considered the beneficial owner of securities held by Inlet View, Inc., of which Mr. Krasnow is the President and CEO. Mr. Krasnow disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F11 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock.
F12 On March 1, 2023, the Reporting Person was granted 10,447 restricted stock units that vest in full upon the earliest of: (1) March 1, 2024, (2) the Issuer's 2024 Annual Meeting of Stockholders or (3) a change of control of the Issuer, subject to the Reporting Person's continued service with the Issuer on the vesting date.
F13 The restricted stock units vest in full upon the earliest of: (1) March 1, 2025, (2) the Issuer's 2025 Annual Meeting of Stockholders or (3) a change of control of the Issuer, subject to the Reporting Person's continued service with the Issuer on the vesting date.