0001140361-23-041893.txt : 20230830
0001140361-23-041893.hdr.sgml : 20230830
20230830214855
ACCESSION NUMBER: 0001140361-23-041893
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230811
FILED AS OF DATE: 20230830
DATE AS OF CHANGE: 20230830
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MARTIN R BRAD
CENTRAL INDEX KEY: 0001186888
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41485
FILM NUMBER: 231226785
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Riverview Sponsor Partners, LLC
CENTRAL INDEX KEY: 0001860149
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41485
FILM NUMBER: 231226784
BUSINESS ADDRESS:
STREET 1: 55 E. MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 9013787800
MAIL ADDRESS:
STREET 1: 55 E. MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RBM Acquisition, LLC
CENTRAL INDEX KEY: 0001944164
STATE OF INCORPORATION: TN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41485
FILM NUMBER: 231226783
BUSINESS ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 901.937.2115
MAIL ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RBM Investments, LLC
CENTRAL INDEX KEY: 0001943938
STATE OF INCORPORATION: TN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41485
FILM NUMBER: 231226782
BUSINESS ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
BUSINESS PHONE: 901.937.2115
MAIL ADDRESS:
STREET 1: 55 EAST MAIN STREET
STREET 2: SUITE 102
CITY: CHATTANOOGA
STATE: TN
ZIP: 37408
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Westrock Coffee Co
CENTRAL INDEX KEY: 0001806347
STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080]
IRS NUMBER: 264767812
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4009 N. RODNEY PARHAM RD.
STREET 2: 3RD FLOOR
CITY: LITTLE ROCK
STATE: AR
ZIP: 72212
BUSINESS PHONE: (501) 320-4880
MAIL ADDRESS:
STREET 1: 4009 N. RODNEY PARHAM RD.
STREET 2: 3RD FLOOR
CITY: LITTLE ROCK
STATE: AR
ZIP: 72212
FORMER COMPANY:
FORMER CONFORMED NAME: Westrock Coffee Holdings, LLC
DATE OF NAME CHANGE: 20200311
4
1
form4.xml
X0508
4
2023-08-11
0001806347
Westrock Coffee Co
WEST
0001186888
MARTIN R BRAD
4009 N. RODNEY PARHAM RD.
3RD FLOOR
LITTLE ROCK
AR
72212
true
0001860149
Riverview Sponsor Partners, LLC
700 COLONIAL ROAD, SUITE 101
MEMPHIS
TN
38117
true
Prior 10% Owner
0001944164
RBM Acquisition, LLC
55 EAST MAIN STREET
SUITE 102
CHATTANOOGA
TN
37408
true
Prior 10% Owner
0001943938
RBM Investments, LLC
55 EAST MAIN STREET
SUITE 102
MEMPHIS
TN
37408
true
Prior 10% Owner
false
COMMON STOCK
2023-08-15
4
J
0
3426095
0
D
2969104
D
COMMON STOCK
2023-08-17
4
J
0
95995
0
A
95995
I
By RBM Venture Company
COMMON STOCK
2023-08-17
4
J
0
8756
0
A
8756
I
By son
COMMON STOCK
2023-08-17
4
J
0
8756
0
A
8756
I
By son
COMMON STOCK
2023-08-17
4
J
0
8756
0
A
8756
I
By son
COMMON STOCK
2023-08-17
4
J
0
8755
0
A
8755
I
By spouse
WARRANTS
11.5
2023-08-11
4
J
0
5352642
D
2022-09-25
2027-08-26
Common Stock
10699
10699
D
WARRANTS
11.5
2023-08-14
4
J
0
1991266
A
2022-09-25
2027-08-26
Common Stock
1991266
1991266
I
By Martin Family Foundation
WARRANTS
11.5
2023-08-17
4
J
0
14023
A
2022-09-25
2027-08-26
Common Stock
14023
14023
I
By son
WARRANTS
11.5
2023-08-17
4
J
0
14023
A
2022-09-25
2027-08-26
Common Stock
14023
14023
I
By son
WARRANTS
11.5
2023-08-17
4
J
0
14023
A
2022-09-25
2027-08-26
Common Stock
14023
14023
I
By son
WARRANTS
11.5
2023-08-17
4
J
0
14023
A
2022-09-25
2027-08-26
Common Stock
14023
14023
I
By spouse
Represents pro rata distribution from Riverview Sponsor Partners, LLC, RBM Acquisition, LLC, and RBM Investments, LLC of the issuer's common stock, par value $0.01 per share ("Common Stock"), to members other than Mr. Martin. Mr. Martin is the managing member of all entities.
Represents the 1,251,887 acquired by Mr. Martin from Riverview Sponsor Partners, LLC, RBM Acquisition, LLC, and RBM Investments, LLC, in addition to the 1,700,000 shares of Common Stock previously owned by Mr. Martin, plus 17,127 restricted stock units ("RSUs"), which were granted pursuant to the Westrock Coffee Company 2022 Equity Incentive Plan. Each RSU represents a contingent right to receive one share of the issuer's Common Stock. 9,000 of the RSUs vested on August 29, 2023 and 8,217 will vest on August 14, 2024, subject to Mr. Martin's continued service on the board of directors of the issuer through the applicable vesting date and certain early vesting conditions.
Represents the 95,995 shares of Common Stock transferred to RBM Venture Company, of which Mr. Martin owns 100%.
Mr. Martin disclaims beneficial ownership of 35,023 shares of Common Stock held by members of Mr. Martin's household, and this report shall not be deemed an admission that Mr. Martin is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Represents pro rata distribution from Riverview Sponsor Partners, LLC, of 5,352,642 of the issuer's warrants for Common Stock ("Warrants") to members other than Mr. Martin. Mr. Martin is the managing member of Riverview Sponsor Partners, LLC. Each Warrant is exercisable for one share of Common Stock. The Warrants are expected to be exercisable from and after September 25, 2022, subject to the terms and conditions of the Amended and Restated Warrant Agreement, dated August 26, 2022, by and among the Issuer, Computershare Inc. and Computershare Trust Company, N.A.
Represents 1,991,266 Warrants held by the Martin Family Foundation, over which Mr. Martin makes investment decisions.
Mr. Martin disclaims beneficial ownership of 56,092 Warrants held by members of Mr. Martin's household, and this report shall not be deemed an admission that Mr. Martin is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
/s/ BY: R. BRAD MARTIN
2023-08-30