Filing Details

Accession Number:
0001209191-21-022619
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-03-23 17:42:03
Reporting Period:
2021-03-19
Accepted Time:
2021-03-23 17:42:03
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1431695 Olo Inc. OLO Services-Business Services, Nec (7389) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1835021 Brandon Gardner C/O The Raine Group
65 East 55Th Street
New York NY 10022
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2021-03-19 13,050 $25.00 21,024 No 4 P Direct
Class A Common Stock Acquisiton 2021-03-19 6,000 $25.00 6,000 No 4 P Indirect By Family Member
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 P Indirect By Family Member
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Series A-1 Preferred Stock Disposition 2021-03-19 527,017 $0.00 5,270,170 $0.00
Class B Common Stock Series B Preferred Stock Disposition 2021-03-19 211,293 $0.00 211,293 $0.00
Class B Common Stock Series C Preferred Stock Disposition 2021-03-19 468,826 $0.00 468,826 $0.00
Class B Common Stock Series D Preferred Stock Disposition 2021-03-19 23,962,843 $0.00 23,962,843 $0.00
Class B Common Stock Series E Preferred Stock Disposition 2021-03-19 1,509,311 $0.00 1,509,311 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2021-03-19 31,422,443 $0.00 31,422,443 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
0 No 4 C Indirect
34,220,439 No 4 C Indirect
Footnotes
  1. The Series A-1 Preferred Stock automatically converted into Class B Common Stock on a 1-for-10 basis upon the closing of the Issuer's initial public offering (the "IPO") without payment of consideration. The Series B, Series C, Series D and Series E Preferred Stock automatically converted into Class B Common Stock on a 1-for-1 basis upon the closing of the IPO without payment of consideration. The Series A-1, Series B, Series C, Series D and Series E Preferred Stock had no expiration date.
  2. Represents securities of the Issuer owned directly RPII Order LLC (the "LLC"), for which the Reporting Person shares beneficial ownership. The Reporting Person disclaims beneficial ownership over the shares held by the LLC except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
  3. Each share of Class B Common Stock will be convertible at any time at the option of the holder into one share of Class A Common Stock, and has no expiration date. On any transfer of shares of Class B Common Stock, each such transferred share will automatically convert into one share of Class A Common Stock, except for certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation.
  4. Each share of Class B Common Stock will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock; and (2) on the final conversion date, defined as the earlier of (a) the trading day immediately following the seventh anniversary of the IPO, (b) the last trading day of the fiscal quarter immediately following the date upon which the then outstanding shares of Class B common stock first represent less than 10% of the aggregate number of the then outstanding shares of Class A common stock and Class B common stock, or (c) the date specified by a vote of the holders of a majority of the outstanding shares of Class B common stock, voting as a single class.