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