Jeffrey A. Allred - 22 Oct 2024 Form 4 Insider Report for Sharecare, Inc.

Reporting relationship: Director
Issuer ticker: N/A
Reported as of: 22 Oct 2024
Net transaction value: $0
SEC form: 4
Accepted by SEC: 25 Oct 2024, 06:08:35 UTC
Prior SEC filing: 18 Jun 2024
Source filing: View source filing
Reporting owner signature: /s/ Christie J. Miller, Attorney-in-Fact for Reporting Person

Key filing fact

Jeffrey A. Allred filed Form 4 for Sharecare, Inc. on 25 Oct 2024.

Key facts

This page summarizes Jeffrey A. Allred's Form 4 filing for Sharecare, Inc..
4 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 25 Oct 2024, 06:08.

Change

Previous filing in this sequence was filed on 18 Jun 2024.
Current net transaction value: $0.

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.

SHCR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -319,848
Change %: -100%
Price
Shares after: 0
Date: 22 Oct 2024
Ownership: Direct
Footnotes: F1

SHCR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -340,568
Change %: -100%
Price
Shares after: 0
Date: 22 Oct 2024
Ownership: By Griffeon Capital Partners, LLC
Footnotes: F1, F2

SHCR transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -44,969
Change %: -100%
Price
Shares after: 0
Date: 22 Oct 2024
Ownership: By Jeffrey A. Allred IRA
Footnotes: F1, F2

Reported derivative securities

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

SHCR transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -76,667
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 22 Oct 2024
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 76,667
Exercise price
Footnotes: F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Jeffrey A. Allred is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among Sharecare, Inc. ("Sharecare"), Impact Acquiror Inc., a Delaware corporation ("Parent") and Impact Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of Sharecare common stock, par value $0.0001 ("Company Common Stock"), reported in this row was converted into the right to receive a cash payment (without interest and subject to applicable taxes) equal to the per share merger consideration of $1.43 (the "Merger Consideration"). As a result of the Merger, Reporting Person no longer beneficially owns, directly or indirectly, any shares of Company Common Stock.

Footnote F2

Reporting Person is the beneficial owner and has sole voting and investment power over the securities reported herein held by this entity

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit of Reporting Person ("Company RSU Award") was cancelled and converted into the right to receive an amount in cash (without interest) equal to the product of multiplying (A) the number of shares of Company Common Stock subject to the Company RSU Award immediately prior to the Effective Time by (B) the Merger Consideration.