0001104659-21-132539.txt : 20211101 0001104659-21-132539.hdr.sgml : 20211101 20211101214256 ACCESSION NUMBER: 0001104659-21-132539 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211028 FILED AS OF DATE: 20211101 DATE AS OF CHANGE: 20211101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kozlowski Linda F CENTRAL INDEX KEY: 0001675052 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38134 FILM NUMBER: 211369048 BUSINESS ADDRESS: BUSINESS PHONE: 718-855-7956 MAIL ADDRESS: STREET 1: 117 ADAMS STREET CITY: BROOKLYN STATE: NY ZIP: 11201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Blue Apron Holdings, Inc. CENTRAL INDEX KEY: 0001701114 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 814777373 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 28 LIBERTY STREET CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 347-719-4312 MAIL ADDRESS: STREET 1: 28 LIBERTY STREET CITY: NEW YORK STATE: NY ZIP: 10005 4 1 tm2130039-4_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-10-28 0 0001701114 Blue Apron Holdings, Inc. APRN 0001675052 Kozlowski Linda F C/O BLUE APRON HOLDINGS, INC. 28 LIBERTY STREET NEW YORK NY 10005 1 1 0 0 President and CEO Class A Common Stock 2021-10-28 4 M 0 18886 10 A 120942 D Subscription Rights (right to buy) 1.8505 2021-10-28 4 M 0 102056 0 D 2021-10-12 2021-10-28 Class A Common Stock 45326.4633 0 D Warrants (right to buy) 15.00 2021-10-28 4 M 0 102056 0 A 2021-11-04 2028-11-06 Class A Common Stock 15108.8362 102056 D Warrants (right to buy) 18.00 2021-10-28 4 M 0 102056 0 A 2021-11-04 2028-11-06 Class A Common Stock 7554.4181 102056 D Warrants (right to buy) 20.00 2021-10-28 4 M 0 102056 0 A 2021-11-04 2028-11-06 Class A Common Stock 3777.2090 102056 D The effective purchase price of the shares of Class A common stock and Warrants (as defined below) underlying the subscription rights issued in connection with the registrant's rights offering was $10.00 per share and associated Warrants. Each subscription right issued in connection with the registrant's rights offering was exercisable for (i) 0.185055707113895 shares of the registrant's Class A common stock, (ii) one warrant to purchase 0.148044565691116 shares of the registrant's Class A common stock at an exercise price of $15.00 per share (a "$15 Warrant"), (iii) one warrant to purchase 0.074022282845558 shares of the registrant's Class A common stock at an exercise price of $18.00 per share (an "$18 Warrant"), and (iv) one warrant to purchase 0.037011141422779 shares of the registrant's Class A common stock at an exercise price of $20.00 per share (a "$20 Warrant" and, collectively with the $15 Warrants and $18 Warrants, the "Warrants"). The number of shares reported here reflects the number of shares of Class A common stock to be issued to the reporting person in connection with the exercise of the subscription rights as well as the shares of Class A common stock underlying the Warrants issued to the reporting person in connection with the exercise of the subscription rights. The closing of the rights offering and the issuance of the Class A common stock and Warrants are expected to be on or about November 4, 2021. Each $15 Warrant to be issued to the reporting person is exercisable for 0.148044565691116 shares of the registrant's Class A common stock. The number of shares of Class A common stock reported in Column 7 is rounded to the nearest ten-thousandth, but the actual number of shares of Class A common stock underlying the $15 Warrant is 15,108.8361961725 shares, which number is subject to adjustment in certain circumstances in accordance with the terms of the $15 Warrant. The $15 Warrants are only exercisable for whole shares of Class A common stock. Each $18 Warrant to be issued to the reporting person is exercisable for 0.074022282845558 shares of the registrant's Class A common stock. The number of shares of Class A common stock reported in Column 7 is rounded to the nearest ten-thousandth, but the actual number of shares of Class A common stock underlying the $18 Warrant is 7,554.41809808627 shares, which number is subject to adjustment in certain circumstances in accordance with the terms of the $18 Warrant. The $18 Warrants are only exercisable for whole shares of Class A common stock. Each $20 Warrant to be issued to the reporting person is exercisable for 0.037011141422779 shares of the registrant's Class A common stock. The number of shares of Class A common stock reported in Column 7 is rounded to the nearest ten-thousandth, but the actual number of shares of Class A common stock underlying the warrant is 3,777.20904904313 shares, which number is subject to adjustment in certain circumstances in accordance with the terms of the $20 Warrant. The $20 Warrants are only exercisable for whole shares of Class A common stock. /s/ Meredith Deutsch, as attorney-in-fact for Linda Findley Kozlowski 2021-11-01