Home > Insider Trading > Filing (0001837240-24-000048)

Filing Details

Accession Number:: 0001837240-24-000048
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-02-28 21:55:57
Reporting Period:: 2023-10-03

Accepted Time:: 2024-02-28 21:55:57
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1837240	Symbotic Inc.	SYM	General Industrial Machinery & Equipment, Nec (3569)	981572401

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1932964	Trust Millennium Rbc	C/O Symbotic Inc., 200 Research Drive Wilmington MA 01887		No	No	Yes	No
1932967	A David Ladensohn	C/O Symbotic Inc., 200 Research Drive Wilmington MA 01887		No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class V-3 Common Stock	Disposition	2024-02-26	2,085,296	$0.00	151,561,831	No	4	J	Indirect	By The RBC Millennium Trust
Class A Common Stock	Acquisiton	2024-02-26	2,085,296	$0.00	2,085,296	No	4	J	Indirect	By The RBC Millennium Trust
Class A Common Stock	Disposition	2024-02-26	2,085,296	$39.69	0	No	4	S	Indirect	By The RBC Millennium Trust
Class A Common Stock	Disposition	2023-10-03	5,100	$0.00	0	No	4	G	Indirect	By Trust
Class A Common Stock	Acquisiton	2023-10-03	5,100	$0.00	5,100	No	4	G	Direct
Class A Common Stock	Disposition	2024-02-26	5,100	$0.00	0	No	4	G	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	By The RBC Millennium Trust
No	4	J	Indirect	By The RBC Millennium Trust
No	4	S	Indirect	By The RBC Millennium Trust
No	4	G	Indirect	By Trust
No	4	G	Direct
No	4	G	Direct

Reported Derivative Transactions

Show Other Fields >>

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Symbotic Holdings Units	Disposition	2024-02-26	2,085,296	$0.00	2,085,296	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
151,561,831			No	4	J	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	15,000	Indirect	By David A. Ladensohn Roth IRA
Class A Common Stock	30,000	Indirect	By Ladensohn Family Investments, Ltd.
Class A Common Stock	15,000	Indirect	By Spouse
Class V-1 Common Stock	545,835	Indirect	By The Jill Cohen Mill Trust
Class V-3 Common Stock	13,858,144	Indirect	By The Jill Cohen Mill Trust
Class V-1 Common Stock	496,878	Indirect	By The 2014 QSST F/B/O Rachel Cohen Kanter
Class V-3 Common Stock	12,615,154	Indirect	By The 2014 QSST F/B/O Rachel Cohen Kanter
Class V-1 Common Stock	491,436	Indirect	By The 2014 QSST F/B/O Perry Cohen
Class V-3 Common Stock	12,477,024	Indirect	By The 2014 QSST F/B/O Perry Cohen

Footnotes

On February 26, 2024, The RBC Millennium Trust sold 2,085,296 shares of Class A Common Stock (the "Stock Sale") for an aggregate purchase price of $82,765,398. In anticipation of the Stock Sale, on February 26, 2024, The RBC Millennium Trust redeemed 2,085,296 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Redemption"). In connection with the Redemption, the Symbotic Holdings LLC ("Symbotic Holdings") cancelled the Symbotic Holdings Units and the Issuer and cancelled and retired for no consideration the redeemed 2,085,296 shares of Class V-3 Common Stock.
The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-3 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, and in accordance with other terms and conditions set forth in Symbotic Holdings' Second Amended and Restated Limited Liability Company Agreement, dated as of June 7, 2022. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-3 Common Stock.
(Continued from Footnote 2) Shares of Class V-3 Common Stock of the Issuer have no economic rights and each share of Class V-3 Common Stock entitles its holder to 3 votes per share.
Following the Stock Sale and the Redemption, David A. Ladensohn may be considered the beneficial owner of 151,561,831 shares of Class V-3 Common Stock (and an equal number of the paired Symbotic Holdings Units (such units, the "Millennium Units")) held of record by The RBC Millennium Trust, in which Mr. Ladensohn is a co-trustee. David A. Ladensohn does not have voting or investment control over the Millennium Units and disclaims beneficial ownership of the Millennium Units. This report shall not be deemed an admission that the Reporting Person is the beneficial owners of the Millennium Units for purposes of Section 16 or for any other purpose.
David A. Ladensohn may be considered the beneficial owner of shares of Class A Common Stock held by David A. Ladensohn Roth IRA. Mr. Ladensohn disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
David A. Ladensohn may be considered the beneficial owner of shares of Class A Common Stock held directly by Ladensohn Family Investments, Ltd., of which he is one of the general partners. Mr. Ladensohn disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
David A. Ladensohn may be considered to have an indirect pecuniary interest in shares of Class A Common Stock held by the Alice C. Panitz Residuary Trust, in which the Reporting Person's spouse has a pecuniary interest. Mr. Ladensohn does not have voting or investment control over the shares and disclaims beneficial ownership of the shares held by the Alice C. Panitz Residuary Trust except to the extent that Mr. Ladensohn may be considered to have an indirect pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of the spousal shares for purposes of Section 16 of the Exchange Act or for any other purpose.
On October 3, 2023, in connection with the dissolution of the Eliza Ladensohn New Hampshire Trust, 5,100 shares of Class A Common Stock that were held by the Eliza Ladensohn New Hampshire Trust prior to its dissolution were transferred to David A. Ladensohn, who acted as trustee to the Eliza Ladensohn New Hampshire Trust prior to its dissolution, for no consideration.
On February 26, 2024, David A. Ladensohn gifted 5,100 shares of Class A Common Stock to the Eliza H. Ladensohn Living Trust for no consideration. David. A Ladensohn is not a trustee of the Eliza H. Ladensohn Living Trust and does not have voting or investment control over the assets held by the Eliza H. Ladensohn Living Trust.
David A. Ladensohn may be considered the beneficial owner of 13,858,114 shares of Class V-3 Common Stock and 545,835 shares of Class V-1 Common Stock (and, in each case, an equal number of the paired Symbotic Holdings Units) held of record by the Jill Cohen Mill Trust, in which Mr. Ladensohn is a co-trustee. Mr. Ladensohn disclaims beneficial ownership of such securities. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
David A. Ladensohn may be considered the beneficial owner of 12,615,154 shares of Class V-3 Common Stock and 496,878 shares of Class V-1 Common Stock (and, in each case, an equal number of the paired Symbotic Holdings Units) held of record by the 2014 QSST F/B/O Rachel Cohen Kanter, in which Mr. Ladensohn is a trustee. Mr. Ladensohn disclaims beneficial ownership of such securities. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.
David A. Ladensohn may be considered the beneficial owner of 12,477,024 shares of Class V-3 Common Stock and 491,436 shares of Class V-1 Common Stock (and, in each case, an equal number of the paired Symbotic Holdings Units) held of record by the 2014 QSST F/B/O Perry Cohen, in which Mr. Ladensohn is a trustee. Mr. Ladensohn disclaims beneficial ownership of such securities. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owners of such securities for purposes of Section 16 of the Exchange Act or for any other purpose.