0001213900-22-057978.txt : 20220922 0001213900-22-057978.hdr.sgml : 20220922 20220922151322 ACCESSION NUMBER: 0001213900-22-057978 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220915 FILED AS OF DATE: 20220922 DATE AS OF CHANGE: 20220922 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DIAC Sponsor LLC CENTRAL INDEX KEY: 0001812362 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39783 FILM NUMBER: 221259081 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 917-254-7700 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FOXO TECHNOLOGIES INC. CENTRAL INDEX KEY: 0001812360 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 851050265 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 729 WASHINGTON AVE. N STREET 2: SUITE 600 CITY: MINNEAPOLIS STATE: MN ZIP: 55401 BUSINESS PHONE: (612) 562-9447 MAIL ADDRESS: STREET 1: 729 WASHINGTON AVE. N STREET 2: SUITE 600 CITY: MINNEAPOLIS STATE: MN ZIP: 55401 FORMER COMPANY: FORMER CONFORMED NAME: Delwinds Insurance Acquisition Corp. DATE OF NAME CHANGE: 20200518 4 1 ownership.xml X0306 4 2022-09-15 1 0001812360 FOXO TECHNOLOGIES INC. FOXO 0001812362 DIAC Sponsor LLC 729 WASHINGTON ST. N., SUITE 600 MINNEAPOLIS MN 55402 0 0 1 0 Class A Common Stock 2022-09-15 4 M 0 632500 D 0 I see footnote Class B Common Stock 2022-09-15 4 J 0 600000 D Class A Common Stock 600000 0 I see footnote Class B Common Stock 2022-09-15 4 J 0 4431250 D Class A Common Stock 4431250 0 I see footnote Warrants 11.50 2022-09-15 4 J 0 316250 11.50 D 2022-10-15 2027-09-15 Class A Common Stock 316250 0 I see footnote Represents the distribution for no consideration by DIAC Sponsor LLC (the "Sponsor") of (i) 4,431,250 shares of Class A common stock of Delwinds, (ii) 632,500 shares of Class B common stock of Delwinds, and (iii) 316,250 warrants to purchase shares of Class A common stock to its members (the "Sponsor Distribution"). Andrew J. Poole received (i) 85,000 shares of Class A common stock; (ii) 1,041,662 shares of Class A common stock underlying shares of Class B common stock; and (iii) 42,500 shares of Class A common stock underlying warrants. Represents the forfeiture, for no consideration, by the Sponsor 600,000 shares of Class B common stock of Delwinds. As a managing member of the Sponsor, Mr. Andrew Poole may be deemed to share beneficial ownership of shares of Delwinds common stock held directly by the Sponsor, and disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. /s/ Andrew Poole the Managing Member of DIAC Sponsor LLC 2022-09-22