0001213900-21-038902.txt : 20210727 0001213900-21-038902.hdr.sgml : 20210727 20210727164213 ACCESSION NUMBER: 0001213900-21-038902 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210723 FILED AS OF DATE: 20210727 DATE AS OF CHANGE: 20210727 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CROSKREY STEPHEN CENTRAL INDEX KEY: 0001140350 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39280 FILM NUMBER: 211118088 MAIL ADDRESS: STREET 1: C/O ARMOR HOLDINGS INC STREET 2: 1400 MARSH LANDING PARKWAY SUITE 112 CITY: JACKSONVILLE STATE: FL ZIP: 32250 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Danimer Scientific, Inc. CENTRAL INDEX KEY: 0001779020 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS, MATERIALS, SYNTH RESINS & NONVULCAN ELASTOMERS [2821] IRS NUMBER: 841924518 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 140 INDUSTRIAL BOULEVARD CITY: BAINBRIDGE STATE: GA ZIP: 39817 BUSINESS PHONE: 229-243-7075 MAIL ADDRESS: STREET 1: 140 INDUSTRIAL BOULEVARD CITY: BAINBRIDGE STATE: GA ZIP: 39817 FORMER COMPANY: FORMER CONFORMED NAME: Danimer Scientific, Inc DATE OF NAME CHANGE: 20201229 FORMER COMPANY: FORMER CONFORMED NAME: Live Oak Acquisition Corp DATE OF NAME CHANGE: 20200106 FORMER COMPANY: FORMER CONFORMED NAME: Foxhound Merger Partners, Inc. DATE OF NAME CHANGE: 20190605 4 1 ownership.xml X0306 4 2021-07-23 0 0001779020 Danimer Scientific, Inc. DNMR 0001140350 CROSKREY STEPHEN C/O DANIMER SCIENTIFIC, INC. 140 INDUSTRIAL BOULEVARD BAINBRIDGE GA 39817 1 1 0 0 CEO and Chairman of the Board Performance Stock Award 0 2021-07-23 4 A 0 95943 0 A Class A Common Stock ("Common Stock") 95943 95943 D Stock Option (right to purchase) 18.24 2021-07-23 4 A 0 244073 0 A 2031-07-23 Common Stock 244073 244073 D Comprised of a performance stock award (the "PSA") granted under the Danimer Scientific, Inc. 2020 Long-Term Incentive Plan (the "Plan") consisting of 95,943 performance shares of the Common Stock (the "Performance Shares"). Under the PSA, the Performance Shares shall be issued only if (A) to the extent necessary, after the approval by the shareholders of the Issuer of an amendment to the Plan to increase the number of shares available under the Plan in an amount sufficient to permit the vesting and issuance of the Performance Shares in accordance with the PSA, and (B) they have vested in accordance with the following vesting criteria: (i) 30% of the Performance Shares (the "ROE Metric Shares") shall be subject to vesting upon achievement of the pre-tax return on equity ("ROE") metric as follows: the threshold for vesting the ROE Metric Shares shall be the Issuer achieving ROE of at least 5%, in which event 50% of the ROE Metric Shares shall vest, and upon the Issuer achieving ROE of 9%, 100% of the ROE Metric Shares shall vest, with pro rata vesting of the ROE Metric Shares for any amount of ROE in between such ranges; (ii) 30% of the Performance Shares (the "EBITDA Metric Shares") shall be subject to vesting upon achievement of the earnings before interest, taxes, depreciation and amortization ("EBITDA") metric as follows: (continuation of footnote 2) the threshold for vesting the EBITDA Metric Shares shall be the Issuer achieving EBITDA of at least $45 million, in which event 50% of the EBITDA Metric Shares shall vest, and upon the Issuer achieving $65 million of EBITDA, 100% of the EBITDA Metric Shares shall vest, with pro rata vesting of the EBITDA Metric Shares for any amount of EBITDA in between such ranges; and (iii) 40% of the Performance Shares (the "Neat Capacity Metric Shares") shall be subject to vesting upon achievement of the nameplate capacity for neat PHA production ("Neat Capacity") metric as follows: the threshold for vesting the Neat Capacity Metric Shares shall be the Issuer achieving a Neat Capacity of at least 75 million pounds, in which event 50% of the Neat Capacity Metric Shares shall vest, and upon the Issuer achieving 90 million pounds of Neat Capacity, 100% of the Neat Capacity Shares shall vest, with pro rata vesting of the Neat Capacity Metric Shares for any amount of Neat Capacity in between such ranges. ROE shall mean the pre-tax return on equity equal to earnings before taxes divided by the average shareholders' equity, based on the Issuer's consolidated financial statements for the period in question. The vesting of the ROE Metric Shares shall be measured based on the Issuer's audited consolidated financial statements for the fiscal year ended December 31, 2023. EBITDA shall be determined based on the Issuer's consolidated financial statements for the period in question. The vesting of the EBITDA Metric Shares shall be measured based on the Issuer's audited consolidated financial statements for the fiscal year ended December 31, 2023. Neat Capacity shall be determined based upon a third-party certification of the ability of the Issuer to produce the quantities of neat PHA set forth above based on its facilities, and not necessarily actual production of such quantities. The vesting of the Neat Capacity Metric Shares shall be measured as of December 31, 2023. The earlier of July 23, 2024 or the Reporting Person's Termination Date (as defined in the Plan). The option to purchase 244,073 shares of the Issuer's Common Stock (the "Option Shares") was granted under the Plan, which shall only be exercisable if (A) to the extent necessary, after the approval by the shareholders of the Issuer of an amendment to the Plan to increase the number of shares available under the Plan in an amount sufficient to permit the exercise of the Option Shares, and (B) the Option Shares have vested, which vesting shall occur as follows: (i) one-third of the Option Shares shall vest on July 23, 2022; (ii) one-third of the Option Shares shall vest on July 23, 2023; and (iii) one-third of the Option Shares shall vest on July 23, 2024. /s/ Stephen E. Croskrey 2021-07-27