0001830210-22-000028.txt : 20220111 0001830210-22-000028.hdr.sgml : 20220111 20220111175853 ACCESSION NUMBER: 0001830210-22-000028 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211231 FILED AS OF DATE: 20220111 DATE AS OF CHANGE: 20220111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Crisp Matthew B. CENTRAL INDEX KEY: 0001886115 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39835 FILM NUMBER: 22524933 MAIL ADDRESS: STREET 1: C/O BENSON HILL, INC. STREET 2: 1001 N. WARSON RD. CITY: ST. LEWIS STATE: MO ZIP: 63132 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Benson Hill, Inc. CENTRAL INDEX KEY: 0001830210 STANDARD INDUSTRIAL CLASSIFICATION: FOOD & KINDRED PRODUCTS [2000] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 N. WARSON RD. CITY: ST. LOUIS STATE: MO ZIP: 63132 BUSINESS PHONE: 314-222-8218 MAIL ADDRESS: STREET 1: 1001 N. WARSON RD. CITY: ST. LOUIS STATE: MO ZIP: 63132 FORMER COMPANY: FORMER CONFORMED NAME: Star Peak Corp II DATE OF NAME CHANGE: 20201027 4 1 wf-form4_164194191761614.xml FORM 4 X0306 4 2021-12-31 0 0001830210 Benson Hill, Inc. BHIL 0001886115 Crisp Matthew B. C/O BENSON HILL, INC. 1001 NORTH WARSON ROAD ST. LOUIS MO 63132 1 1 0 0 President & CEO Common Stock 2021-12-31 5 G 0 E 500000 0 D 2937507 D Common Stock 500000 I By KDC SLAT Restricted Stock Units 2022-01-07 4 A 0 2000000 0 A Common Stock, $0.0001 par value per share 2000000.0 2000000 D On December 31, 2021, the reporting person contributed 500,000 shares of the Issuer's common stock to KDC SLAT, the trustee of which is the reporting person's spouse and the beneficiaries of which are the reporting person's spouse and children. The reporting person disclaims beneficial ownership of such shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. Granted on January 7, 2022. The restricted stock units are subject to time and performance vesting over a seven year period beginning on September 29, 2021 (the "Vesting Start Date"). The restricted stock units will time vest in full on the third anniversary of the Vesting Start Date, and performance vest as to (i) 25% if and when the volume-weighted average price per share of the Issuer's common stock over 30 consecutive trading days (the "30-day VWAP") at any time on or after the first anniversary of the Vesting Start Date but on or prior to the third anniversary of the Vesting Start Date, is above $15.00, (ii) 25% if and when the 30-day VWAP at any time on or after the first anniversary of the Vesting Start Date but on or prior to the fourth anniversary of the Vesting Start Date, is above $20.00, (iii) 25% if and when (continued from footnote 3) the 30-day VWAP at any time on or after the first anniversary of the Vesting Start Date but on or prior to the fifth anniversary of the Vesting Start Date, is above $25.00 and (iv) 25% if and when the 30-day VWAP at any time on or after the first anniversary of the Vesting Start Date but on or prior to the sixth anniversary of the Vesting Start Date, is above $30.00, provided that, if any of the 30-day VWAP targets in the foregoing clauses (i)-(iv) are not achieved by the respective specified deadlines, such 30-day VWAP target will be increased by 10% and the applicable 25% tranche of the restricted stock units with respect to that 30-day VWAP target (as increased) will vest if and when such increased 30-day VWAP target is achieved at any time within the 12-month period following the original deadline for such 30-day VWAP target. /s/ Yevgeny Fundler, Attorney-in-Fact 2022-01-11