0001213900-23-008049.txt : 20230203 0001213900-23-008049.hdr.sgml : 20230203 20230203174517 ACCESSION NUMBER: 0001213900-23-008049 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230203 FILED AS OF DATE: 20230203 DATE AS OF CHANGE: 20230203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fay Taylor CENTRAL INDEX KEY: 0001962676 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39783 FILM NUMBER: 23587613 MAIL ADDRESS: STREET 1: 729 N. WASHINGTON AVE STREET 2: SUITE 600 CITY: MINNEAPOLIS STATE: MN ZIP: 55401 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 3 1 ownership.xml X0206 3 2023-02-03 0 0001812360 FOXO TECHNOLOGIES INC. FOXO 0001962676 Fay Taylor 729 N. WASHINGTON ST., SUITE 600 MINNEAPOLIS MN 55402 0 1 0 0 Chief Operating Officer Class A Common Stock 150000 D Stock Option (right to buy) 15.75 2027-01-27 Class A Common Stock 2 D Stock Option (right to buy) 6.51 2026-08-09 Class A Common Stock 2904 D Stock Option (right to buy) 6.51 2026-08-09 Class A Common Stock 3208 D Stock Option (right to buy) 6.51 2026-04-02 Class A Common Stock 29042 D Stock Option (right to buy) 6.51 2026-04-02 Class A Common Stock 3276 D Stock Option (right to buy) 6.51 2026-04-02 Class A Common Stock 2900 D At the closing of the business combination between the Issuer and FOXO Technologies Operating Company, the reporting person received a restricted share award equal to 150,000 shares pursuant to the terms and conditions of the FOXO Technologies Inc. Management Contingent Share Plan (the "MIP"). The award is subject to the following vesting conditions (i) 60% of the award will become vested on the 3rd anniversary of the closing of the business combination if the reporting person is still employed by the Issuer on such date, (ii) ) 20% of the award will become vested on the 4th anniversary of the closing date if the reporting person is still employed by the Issuer on such date, and (iii) the final 20% of the award will become vested on the 5th anniversary of the closing date if the reporting person is still employed by the Issuer on such date. In addition, 1/3 of the award will become vested upon the satisfaction of certain performance-based conditions as further described in the MIP. Stock option granted on January 27, 2022. As of February 3, 2023, the 2 shares of Class A Common Stock of the Issuer subject to the stock options were fully vested. Stock option granted on August 9, 2021. As of February 3, 2023, 1,377 shares of Class A Common Stock of the Issuer subject to the stock options were vested, and, thereafter, the remaining 1,527 shares of Class A Common Stock subject to the stock options shall vest on each subsequent month anniversary of the award date until fully vested on August 9, 2024. Stock option granted on August 9, 2021. As of February 3, 2023, 1,517 shares of Class A Common Stock of the Issuer subject to the stock options were vested, and, thereafter, the remaining 1,691 shares of Class A Common Stock subject to the stock options shall vest on each subsequent month anniversary of the award date until fully vested on August 9, 2024. Stock option granted on April 2, 2021. As of February 3, 2023, 20,175 shares of Class A Common Stock of the Issuer subject to the stock options were vested, and, thereafter, the remaining 8,867 shares of Class A Common Stock subject to the stock options shall vest in equal monthly installments until fully vested on December 31, 2023. Stock option granted on April 2, 2021. As of February 3, 2023, 2,275 shares of Class A Common Stock of the Issuer subject to the stock options were vested, and, thereafter, the remaining 1,001 shares of Class A Common Stock subject to the stock options shall vest in equal monthly installments until fully vested on December 31, 2023. Stock option granted on April 2, 2021. As of February 3, 2023, 2,500 shares of Class A Common Stock of the Issuer subject to the stock options were vested, and, thereafter, the remaining 400 shares of Class A Common Stock subject to the stock options shall vest in equal monthly installments until fully vested on June 30, 2023. /s/ Taylor Fay 2023-02-03