0001104659-22-068710.txt : 20220606
0001104659-22-068710.hdr.sgml : 20220606
20220606215024
ACCESSION NUMBER: 0001104659-22-068710
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220602
FILED AS OF DATE: 20220606
DATE AS OF CHANGE: 20220606
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Peker Lev
CENTRAL INDEX KEY: 0001761840
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38818
FILM NUMBER: 22999724
MAIL ADDRESS:
STREET 1: US AUTO PARTS
STREET 2: 16941 KEEGAN AVENUE
CITY: CARSON
STATE: CA
ZIP: 90746
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
tm2217852-8_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2022-06-02
0
0001759008
CarLotz, Inc.
LOTZ
0001761840
Peker Lev
C/O CARLOTZ, INC.
3301 W. MOORE STREET
RICHMOND
VA
23230
1
1
0
0
CEO
Class A Common Stock
2022-06-02
4
M
0
43729
0
A
76254
D
Class A Common Stock
2022-06-03
4
S
0
20145
0.526
D
56109
D
Restricted Stock Units
2022-06-02
4
M
0
43729
0
D
Class A Common Stock
43729
2776271
D
Restricted Stock Units
2032-05-18
Class A Common Stock
3500000
3500000
D
Restricted Stock Units
Class A Common Stock
680000
680000
D
These shares of Class A common stock reflect the settlement of restricted stock units of the Issuer on June 2, 2022. Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
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.
Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. 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: (i) 1,311,892 restricted stock units will vest in substantially equal installments on the first thirty (30) monthly anniversaries of April 18, 2022, 43,729 of which have vested as of May 18, 2022; (ii) 631,087 restricted stock units will vest in substantially equal installments on the first four (4) quarterly anniversaries of April 18, 2022; (iii) 329,781 restricted stock units will vest on each of January 13, 2023 and January 13, 2024; and (iv) 217,459 restricted stock units will vest on January 13, 2025.
These restricted stock units will vest if the following provisions are met: (i) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $4.00; (ii) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $8.00; and (iii) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $12.00, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.
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 vest on April 18, 2023, one-fourth of these restricted stock units vest on April 18, 2024, one-fourth of these restricted stock units vest on April 18, 2025 and one-fourth of these restricted stock units vest on April 18, 2026, assuming continued employment through the applicable vesting date.
These restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.
/s/ Rebecca C. Polak as attorney-in-fact for Mr. Peker
2022-06-06