Michael W. Bor - 24 Mar 2022 Form 4 Insider Report for CarLotz, Inc.

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
12 May 2022, 16:27:43 UTC
Prior SEC filing
02 Feb 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Michael W. Bor

Key filing fact

Michael W. Bor filed Form 4 for CarLotz, Inc. on 12 May 2022.

Key facts

  • This page summarizes Michael W. Bor's Form 4 filing for CarLotz, Inc..
  • 5 reported transactions and 8 derivative rows are listed below.
  • Accepted by SEC: 12 May 2022, 16:27.

Change

  • Previous filing in this sequence was filed on 02 Feb 2022.
  • Current net transaction value: -$237,377.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

LOTZ transaction

Class A Common Stock

Options Exercise

Transaction value
$0
Shares
+22,026
Change %
+0.25%
Price
$0.000000
Shares after
8,936,329
Date
24 Mar 2022
Ownership
Direct
Footnotes
F1
LOTZ transaction

Class A Common Stock

Sale

Transaction value
$13,419
Shares
-8,371
Change %
-0.09%
Price
$1.60*
Shares after
8,927,958
Date
24 Mar 2022
Ownership
Direct
Footnotes
F2
LOTZ transaction

Class A Common Stock

Sale

Transaction value
$138,958
Shares
-180,465
Change %
-2%
Price
$0.7700
Shares after
8,747,493
Date
10 May 2022
Ownership
Direct
Footnotes
F3
LOTZ transaction

Class A Common Stock

Sale

Transaction value
$85,000
Shares
-125,000
Change %
-1.4%
Price
$0.6800
Shares after
8,622,493
Date
11 May 2022
Ownership
Direct
Footnotes
F4
LOTZ holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
952,593
Date
24 Mar 2022
Ownership
Held by Bor Family Trust
LOTZ holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
352,593
Date
24 Mar 2022
Ownership
Held by Bor Grantor Retained Annuity Trust

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

LOTZ transaction Derivative

Restricted Stock Units

Options Exercise

Transaction value
$0
Shares
-22,026
Change %
-100%
Price
$0.000000*
Shares after
0
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
22,026
Exercise price
Footnotes
F8, F9
LOTZ holding Derivative

Earnout Rights

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
897,341
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
897,341
Exercise price
Footnotes
F5
LOTZ holding Derivative

Stock Option (right to buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
254,818
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
254,818
Exercise price
$0.6400
Footnotes
F6
LOTZ holding Derivative

Stock Option (right to buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
613,480
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
613,480
Exercise price
$0.9200
Footnotes
F7
LOTZ holding Derivative

Stock Option (right to buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
509,637
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
509,637
Exercise price
$0.9200
Footnotes
F7
LOTZ holding Derivative

Stock Option (right to buy)

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
64,108
Date
24 Mar 2022
Ownership
Direct
Underlying class
Class A Common Stock
Underlying amount
64,108
Exercise price
$11.35
Footnotes
F6
LOTZ holding Derivative

Earnout Rights

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
105,064
Date
24 Mar 2022
Ownership
Held by Bor Family Trust
Underlying class
Class A Common Stock
Underlying amount
105,064
Exercise price
Footnotes
F5
LOTZ holding Derivative

Earnout Rights

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
105,064
Date
24 Mar 2022
Ownership
Held by Bor Grantor Retained Annuity Trust
Underlying class
Class A Common Stock
Underlying amount
105,064
Exercise price
Footnotes
F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 9 footnotes

Footnote 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 March 16, 2022.

Footnote 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.

Footnote F3

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.70 to $0.81, inclusive. The reporting person undertakes to provide to CarLotz, Inc., any security holder of CarLotz, Inc., 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 ranges set forth in footnotes (3) and (4) to this Form 4.

Footnote F4

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.61 to $0.76, inclusive.

Footnote F5

These earnout rights 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 be issued 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 be issued 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.

Footnote F6

Pursuant to the terms of the Separation and Release Agreement between CarLotz, Inc. and the reporting person dated March 14, 2022 (the "Separation Agreement"), these options are fully vested and exercisable until June 16, 2022.

Footnote F7

These options are fully vested and exercisable in accordance with their terms.

Footnote F8

Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.

Footnote F9

Pursuant to the terms of the Separation Agreement, these restricted stock units fully vested on March 16, 2022.

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