Statement of Changes in Beneficial Ownership (4)
November 18 2020 - 6:34PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Peterson Adam K |
2. Issuer Name and Ticker or Trading Symbol
Yellowstone Acquisition Co
[
YSACU
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Co-Chairman, Co-CEO, Co-Pres. |
(Last)
(First)
(Middle)
C/O BOC YELLOWSTONE LLC, 1601 DODGE STREET, SUITE 3300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/16/2020 |
(Street)
OMAHA, NE 68102
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security (Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code (Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Class B common stock, par value $0.001 per share | (1) | 11/16/2020 | | J (2) | | | 206250 | (1) | (1) | Class A common stock, par value $0.001 per share | 206250 (1) | (2) | 3593750 (3) | I | See Footnote (2) |
Class B common stock, par value $0.001 per share | (1) | 11/16/2020 | | J (2) | | 206250 | | (1) | (1) | Class A common stock, par value $0.001 per share | 206250 (1) | (2) | 3593750 (3) | I | See Footnote (2) |
Explanation of Responses: |
(1) | The Class B common stock will automatically convert into the Issuer's Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and has no expiration date |
(2) | On November 16, 2020, BOC Yellowstone LLC transferred to BOC Yellowstone II LLC, its wholly owned subsidiary, 206,250 shares of Class B common stock for no consideration. Following such transfer, 206,250 of the reported shares and their applicable underlying derivative securities are held directly by BOC Yellowstone II LLC and the remaining reported shares and derivative securities are held directly by BOC Yellowstone LLC. BOC Yellowstone LLC is the sole managing member of BOC Yellowstone II LLC, and Adam K. Peterson and Alex B. Rozek are the managers of BOC Yellowstone LLC, which is owned by Boston Omaha Corporation. As such, they may be deemed to have or share beneficial ownership of the Class B common stock held directly by BOC Yellowstone LLC and BOC Yellowstone II LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly. |
(3) | Includes up to 468,750 shares of Class B common stock held directly by BOC Yellowstone LLC that are subject to forfeiture if the underwriters in the Issuer's initial public offering do not exercise their over-allotment option in full or in part. The amount of 3,593,750 shares of Class B common stock corrects the total of 4,312,500 shares of Class B common stock as reported on the Reporting Persons' Form 3 filed with the Securities and Exchange Commission on October 21, 2020. Subsequent to the filing of such Form 3 but prior to the effectiveness of the Issuer's initial public offering, the 4,312,500 share figure was reduced to 3,593,750 shares when the size of the Issuer's initial public offering was reduced. |
Reporting Owners
|
Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Peterson Adam K C/O BOC YELLOWSTONE LLC 1601 DODGE STREET, SUITE 3300 OMAHA, NE 68102 | X | X | Co-Chairman, Co-CEO, Co-Pres. |
|
BOC Yellowstone LLC 1601 DODGE STREET, SUITE 3300 OMAHA, NE 68102 |
| X |
|
|
BOC Yellowstone II LLC C/O BOC YELLOWSTONE LLC 1601 DODGE STREET, SUITE 3300 OMAHA, NE 68102 |
| X |
|
|
BOSTON OMAHA Corp 1601 DODGE STREET, SUITE 3300 OMAHA, NE 68102 |
| X |
|
|
Signatures
|
/s/ Adam K. Peterson | | 11/18/2020 |
**Signature of Reporting Person | Date |
BOC Yellowstone LLC, By: /s/ Adam K. Peterson, its Manager | | 11/18/2020 |
**Signature of Reporting Person | Date |
BOC Yellowstone II LLC, By: BOC Yellowstone, LLC, its Managing Member By: /s/ Adam K. Peterson, its Manager | | 11/18/2020 |
**Signature of Reporting Person | Date |
Boston Omaha Corporation By: /s/ Adam K. Peterson, its Co-Chief Executive Officer | | 11/18/2020 |
**Signature of Reporting Person | Date |
Yellowstone Acquisition (NASDAQ:YSACU)
Historical Stock Chart
From Aug 2024 to Sep 2024
Yellowstone Acquisition (NASDAQ:YSACU)
Historical Stock Chart
From Sep 2023 to Sep 2024