0000899243-22-012937.txt : 20220331
0000899243-22-012937.hdr.sgml : 20220331
20220331160408
ACCESSION NUMBER: 0000899243-22-012937
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220329
FILED AS OF DATE: 20220331
DATE AS OF CHANGE: 20220331
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kanojia Chaitanya
CENTRAL INDEX KEY: 0001916580
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41336
FILM NUMBER: 22792359
MAIL ADDRESS:
STREET 1: C/O STARRY GROUP HOLDINGS, INC.
STREET 2: 38 CHAUNCY STREET, SUITE 200
CITY: BOSTON
STATE: MA
ZIP: 02111
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Starry Group Holdings, Inc.
CENTRAL INDEX KEY: 0001884697
STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 38 CHAUNCEY STREET, 2ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02111
BUSINESS PHONE: (203) 260-1064
MAIL ADDRESS:
STREET 1: 38 CHAUNCEY STREET, 2ND FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02111
FORMER COMPANY:
FORMER CONFORMED NAME: Starry Holdings, Inc.
DATE OF NAME CHANGE: 20210923
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-03-29
0
0001884697
Starry Group Holdings, Inc.
STRY
0001916580
Kanojia Chaitanya
C/O STARRY GROUP HOLDINGS, INC.
38 CHAUNCY STREET, SUITE 200
BOSTON
MA
02111
1
1
1
0
See Remarks
Class A Common Stock
2022-03-29
4
A
0
368158
A
368158
I
By self as trustee for Chaitanya Kanojia Qualified Annuity Interest Trust
Class A Common Stock
2022-03-29
4
A
0
12885514
A
12885514
I
By spouse
Class A Common Stock
2022-03-29
4
A
0
368158
A
368158
I
By spouse as trustee for Tracie L. Longman Qualified Annuity Interest Trust
Class X Common Stock
2022-03-29
4
A
0
9268335
A
Class A Common Stock
9268335
9268335
D
Pursuant to the Agreement and Plan of Merger, dated as of October 6, 2021 (as the same has been or may be amended, modified, supplemented or waived from time to time, the "Merger Agreement") by and among FirstMark Horizon Acquisition Corp. ("FMAC"), Sirius Merger Sub, Inc. ("Merger Sub"), Starry, Inc. ("Starry"), and Starry Group Holdings, Inc. (the "Issuer"), all outstanding Starry capital stock (i) held directly by the Reporting Person was cancelled and automatically converted into the right to receive a number of shares Class X Common Stock equal to the applicable exchange ratio (as described in the Merger Agreement) and (ii) held by any other person or entity was cancelled and automatically converted into the right to receive a number of shares Class A Common Stock equal to the applicable exchange ratio (as described in the Merger Agreement).
The Class X Common Stock is convertible into Class A Common Stock of the Issuer on a one-for-one basis at the option of the holder. The Class X Common Stock will automatically convert into shares of Class A Common Stock on the earliest to occur of earlier of (a) the date that is nine months following the first date after the closing (the "Closing") of the business combination among the Issuer, FMAC, Starry and Merger Sub, Inc. on which the Reporting Person (1) is no longer providing services to the Issuer as a member of the senior leadership team, officer or director and (2) has not provided any such services for the duration of such nine-month period; and (b) the first date after the Closing as of which the the Reporting Person and certain permitted transferees have transferred, in the aggregate, more than 75% of the shares of Class X Common Stock that were held by the Reporting Person immediately following the Closing.
Chief Executive Officer and Director
/s/ William Lundregan, attorney-in-fact
2022-03-31