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