SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ekster Lev

(Last)

(First)

(Middle)

7313 BELL CREEK ROAD

(Street)

MECHANICSVILLE

23111

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2024

3. Issuer Name and Ticker or Trading Symbol
Bowlero Corp. [ BOWL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	11,718⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Performance Stock Unit	⁽²⁾	⁽²⁾	Class A Common Stock	5,040	⁽²⁾	D
Stock option (right to buy)	⁽³⁾	01/12/2034	Class A Common Stock	51,605	$15.41	D
Stock option (right to buy)	⁽³⁾	01/12/2034	Class A Common Stock	51,605	$17.91	D
Stock option (right to buy)	⁽³⁾	01/12/2034	Class A Common Stock	51,605	$20.41	D

Explanation of Responses:

1. Includes 5,880 restricted stock units, each of which represents a contingent right to receive one share of Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock") and which will vest in one-third installments on each of anniversary of the grant date of the award, subject to continued employment through each such vesting date. Includes 2,071 restricted shares ("Restricted Shares") of Class A Common Stock received pursuant to the Business Combination Agreement in connection with the acquisition by the Issuer of Bowlero Corp. (the "Acquisition"). The Restricted Shares will vest if the closing share price of the Class A Common Stock equals or exceeds $17.50 per share for any 10 trading days within any consecutive 20-trading day period on or prior to the 5-year anniversary of the closing date of the Acquisition, and will otherwise be forfeited on the 5-year anniversary of the closing of the Acquisition.

2. Includes 4,200 performance stock units, each of which will convert to one share of the Issuer's Class A common stock upon achieving a specified price per share on or prior to December 15, 2024, subject to continued employment through December 15, 2024, and 840 performance stock units, each of which will convert to one share of the Issuer's Class A common stock upon achieving a specified price per share on or prior to January 2, 2026, subject to continued employment through January 2, 2026.

3. The option agreement provides that the option will vest and become exercisable in one-third installments on each of the first, second and third anniversaries of the grant date. The option was granted on January 12, 2024.

Remarks:

	/s/ Jason Cohen, Attorney-in-Fact	01/18/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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