0001104659-22-010958.txt : 20220202 0001104659-22-010958.hdr.sgml : 20220202 20220202175257 ACCESSION NUMBER: 0001104659-22-010958 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220131 FILED AS OF DATE: 20220202 DATE AS OF CHANGE: 20220202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bor Michael W CENTRAL INDEX KEY: 0001842000 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38818 FILM NUMBER: 22585145 MAIL ADDRESS: STREET 1: 611 BAINBRIDGE STREET, SUITE 100 STREET 2: C/O CARLOTZ, INC. CITY: RICHMOND STATE: VA ZIP: 23224 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CarLotz, Inc. CENTRAL INDEX KEY: 0001759008 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 832456129 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 611 BAINBRIDGE STREET STREET 2: SUITE 100 CITY: RICHMOND STATE: VA ZIP: 23224 BUSINESS PHONE: (804) 728-3833 MAIL ADDRESS: STREET 1: 611 BAINBRIDGE STREET STREET 2: SUITE 100 CITY: RICHMOND STATE: VA ZIP: 23224 FORMER COMPANY: FORMER CONFORMED NAME: Acamar Partners Acquisition Corp. DATE OF NAME CHANGE: 20181114 4 1 tm224991-4_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-01-31 0 0001759008 CarLotz, Inc. LOTZ 0001842000 Bor Michael W C/O CARLOTZ, INC. 611 BAINBRIDGE STREET, SUITE 100 RICHMOND VA 23224 1 1 1 0 CEO and Chairman Class A Common Stock 2022-01-31 4 M 0 22027 0 A 8924072 D Class A Common Stock 2022-02-01 4 S 0 9769 2.06 D 12258 D Class A Common Stock 952593 I Held by Bor Family Trust Class A Common Stock 352593 I Held by Bor Grantor Retained Annuity Trust Earnout Rights 2026-01-21 Class A Common Stock 897341 897341 D Stock Option (right to buy) 0.64 2022-08-31 Class A Common Stock 254818 254818 D Stock Option (right to buy) 0.92 2028-04-23 Class A Common Stock 613480 613480 D Stock Option (right to buy) 0.92 2030-02-04 Class A Common Stock 509637 509637 D Stock Option (right to buy) 11.35 2031-01-21 Class A Common Stock 128218 128218 D Restricted Stock Units 2026-01-21 Class A Common Stock 138800 138800 D Restricted Stock Units 2022-01-31 4 M 0 22027 0 D Class A Common Stock 22027 66079 D Earnout Rights 2026-01-21 Class A Common Stock 105064 105064 I Held by Bor Family Trust Earnout Rights 2026-01-21 Class A Common Stock 105064 105064 I Held by Bor Grantor Retained Annuity Trust Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis. The restricted stock units vested in Class A common stock on January 31, 2022. Includes 600,000 shares previously held through the Bor Grantor Retained Annuity Trust which were distributed to the reporting person and are now owned directly. The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover withholding taxes in connection with the settlement of restricted stock units. Excludes 600,000 shares previously held through the Bor Grantor Retained Annuity Trust which were distributed to the reporting person and are now owned directly. These earnout rights will vest if, prior to January 21, 2026, the closing share price of the Class A common stock exceeds the following thresholds. One-half will be issued if the closing share price of the Class A common stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will be issued if the closing share price of the Class A common stock exceeds $15.00 for any 20 trading days within any 30 trading day period. These options are fully vested and exercisable. These options are service options that vest based on the passage of time and the reporting person's continued service with the Company. 32,054 of these options are currently exercisable and the remaining 96,164 become exercisable in three equal annual installments beginning on January 21, 2023. These restricted stock units will vest if, prior to January 21, 2026, the closing share price of the Class A common stock exceeds the following thresholds. One-half will vest if the closing share price of the Class A common stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will vest if the closing share price of the Class A common stock exceeds $15.00 for any 20 trading days within any 30 trading day period. Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in Class A common stock as follows: one-fourth of these restricted stock units vested on January 31, 2022, one-fourth of these restricted stock units vest on January 21, 2023, one-fourth of these restricted stock units vest on January 21, 2024 and one-fourth of these restricted stock units vest on January 21, 2025, assuming continued employment through the applicable vesting date. /s/ Rebecca C. Polak as attorney-in-fact for Mr. Bor 2022-02-02