0000899243-22-019167.txt : 20220520
0000899243-22-019167.hdr.sgml : 20220520
20220520201656
ACCESSION NUMBER: 0000899243-22-019167
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220519
FILED AS OF DATE: 20220520
DATE AS OF CHANGE: 20220520
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Mahoney Robert Patrick
CENTRAL INDEX KEY: 0001926986
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41403
FILM NUMBER: 22949353
MAIL ADDRESS:
STREET 1: 12 GILL STREET
STREET 2: SUITE 4650
CITY: WOBURN
STATE: MA
ZIP: 01801
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Comera Life Sciences Holdings, Inc.
CENTRAL INDEX KEY: 0001907685
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 000000000
BUSINESS ADDRESS:
STREET 1: 12 GILL STREET
STREET 2: SUITE 4650
CITY: WOBURN
STATE: MA
ZIP: 01801
BUSINESS PHONE: 617.871.2101 EXT 313
MAIL ADDRESS:
STREET 1: 12 GILL STREET
STREET 2: SUITE 4650
CITY: WOBURN
STATE: MA
ZIP: 01801
3
1
doc3.xml
FORM 3 SUBMISSION
X0206
3
2022-05-19
0
0001907685
Comera Life Sciences Holdings, Inc.
CMRA
0001926986
Mahoney Robert Patrick
12 GILL STREET, SUITE 4650
WOBURN
MA
01801
0
1
0
0
Chief Scientific Officer
Common Stock
104576
D
Earn-Out Shares
Common Stock
26651
D
Stock Option (Right to Buy)
0.77
2022-09-16
2031-09-16
Common Stock
25490
D
The Reporting Person acquired these securities on May 19, 2022 in exchange for the Reporting Person's holdings in Comera Life Sciences, Inc. (the "Company") pursuant to the Business Combination Agreement, dated January 31, 2022, as amended, by and among OTR Acqusition Corp. (the "SPAC"), Comera Life Sciences Holdings, Inc. ("Holdco"), CLS Sub Merger 1 Corp., ("Company Merger Sub"), CLS Sub Merger 2 Corp. ("SPAC Merger Sub") and the Company (the "Agreement"). Each earn-out share represents a contingent right to receive a share of Holdco common stock. Pursuant to an "earn-out" provision in the Agreement, the Reporting Person will be entitled to receive the earn-out shares if, at any time during the period beginning on May 19,2022 and ending on May 19, 2024, the VWAP of Holdco common stock is equal to or greater than $12.50 for any 20 trading days within a period of 30 consecutive trading days.
Each earn-out share represents a contingent right to receive a share of Holdco common stock. Pursuant to an "earn-out" provision in the Agreement, the Reporting Person will be entitled to receive the earn-out shares if, at any time during the period beginning on May 19,2022 and ending on May 19, 2024, the VWAP of Holdco common stock is equal to or greater than $12.50 for any 20 trading days within a period of 30 consecutive trading days.
The option vests in four annual increments beginning on September 16, 2022.
/s/ Robert Mahoney
2022-05-20