Filing Details

Accession Number:
0001104659-22-082402
Form Type:
4
Zero Holdings:
No
Publication Time:
2022-07-25 16:10:37
Reporting Period:
2022-07-21
Accepted Time:
2022-07-25 16:10:37
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1759008 Carlotz Inc. LOTZ Retail-Auto Dealers & Gasoline Stations (5500) 832456129
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1761840 Lev Peker C/O Carlotz, Inc.
3301 W. Moore Street
Richmond VA 23230
Ceo Yes Yes No 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 2022-07-21 201,500 $0.00 282,415 No 4 M Direct
Class A Common Stock Disposition 2022-07-21 78,971 $0.47 203,444 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Restricted Stock Units Disposition 2022-07-21 201,500 $0.00 201,500 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
2,531,042 No 4 M Direct
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Class A Common Stock Restricted Stock Units $0.00 2032-05-18 3,500,000 3,500,000 Direct
Class A Common Stock Restricted Stock Units $0.00 680,000 680,000 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2032-05-18 3,500,000 3,500,000 Direct
680,000 680,000 Direct
Footnotes
  1. These shares of Class A common stock reflect the settlement of restricted stock units of the Issuer on July 21, 2022. Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
  2. The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction solely with the intent to cover withholding taxes in connection with the settlement of restricted stock units.
  3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock, subject to the Reporting Person's continued employment with the Issuer through the applicable vesting date. Each restricted stock unit is convertible into a share of Class A common stock on a 1-for-1 basis.
  4. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in Class A common stock as follows: (i) 1,311,892 restricted stock units will vest in substantially equal installments on the first thirty (30) monthly anniversaries of April 18, 2022, 131,187 of which have vested as of July 18, 2022; (ii) 631,087 restricted stock units will vest in substantially equal installments on the first four (4) quarterly anniversaries of April 18, 2022, 157,771 of which have vested as of July 18, 2022; (iii) 329,781 restricted stock units will vest on each of January 13, 2023 and January 13, 2024; and (iv) 217,459 restricted stock units will vest on January 13, 2025.
  5. These restricted stock units will vest if the following provisions are met: (i) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $4.00; (ii) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $8.00; and (iii) one-third of the shares will vest on the first day the Issuer's stock achieves a 20-trading day volume-weighted average price of $12.00, subject to the Reporting Person's continuous employment with the Issuer through the relevant vesting dates.
  6. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in Class A common stock as follows: one-fourth of these restricted stock units vest on April 18, 2023, one-fourth of these restricted stock units vest on April 18, 2024, one-fourth of these restricted stock units vest on April 18, 2025 and one-fourth of these restricted stock units vest on April 18, 2026, assuming continued employment through the applicable vesting date.
  7. These restricted stock units do not expire. They either vest or are cancelled prior to the vesting date.