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Filing Details

Accession Number:: 0001209191-23-002786
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-01-10 16:25:36
Reporting Period:: 2023-01-06

Accepted Time:: 2023-01-10 16:25:36
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1819253	Biote Corp.	BTMD	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1314575	D Marc Beer	C/O Biote Corp. 1875 W. Walnut Hill Ln #100 Irving TX 75038		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2023-01-06	865,384	$0.00	865,384	No	4	C	Direct
Class V Common Stock	Disposition	2023-01-06	865,384	$0.00	2,967,092	No	4	J	Direct
Class A Common Stock	Disposition	2023-01-09	865,384	$3.00	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	J	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Retained Biote Units	Disposition	2023-01-06	865,384	$0.00	865,384	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
2,967,092			No	4	C	Direct

Footnotes

Represents the exchange of Retained Biote Units ("Units") for shares of Class A Common Stock and the cancellation of an equivalent number of shares of Class V Common Stock in connection therewith.
These shares of Class V Common Stock of the Issuer provide no economic rights in the Issuer to the holder thereof. However, each holder of Class V Common Stock will be entitled to vote with the holders of Class A Common Stock of the Issuer, with each share of Class V Common Stock entitling the holder to a number of votes equal to the number of Units held by such Class V Common Stock holder at the time of such vote.
Received pursuant to the Business Combination Agreement between Haymaker Acquisition Corp. III, a Delaware corporation, Haymaker Sponsor III LLC, a Delaware limited liability company, BioTE Holdings, LLC, a Nevada limited liability company ("Biote"), BioTE Management, LLC, a Nevada limited liability company, Dr. Gary Donovitz, in his individual capacity and Teresa S. Weber, in her capacity as the members' representative ("the BCA").
The Units represent non-voting limited liability company interests of Biote. Pursuant to the terms of the Second Amended and Restated Operating Agreement, beginning November 26, 2022, these Units and an equivalent number of shares of Class V Common Stock are exchangeable on a one-for-one basis for shares of Class A Common Stock, subject to certain conditions, or, in certain circumstances, at the election of the Issuer in its capacity as the sole manager of Biote, the cash equivalent of the market value of one share of Class A common stock. These exchange rights do not expire.