Statement of Changes in Beneficial Ownership (4)
December 23 2022 - 09:16AM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * TRAVERS JAMES
M |
2. Issuer Name and Ticker or Trading
Symbol DocGo Inc. [ DCGO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
C/O DOCGO INC., 35 WEST 35TH STREET, FLOOR 6 |
3. Date of Earliest Transaction (MM/DD/YYYY)
9/16/2022
|
(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ 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 |
Common Stock |
9/16/2022 |
|
A |
|
99019 (1) |
A |
(1) |
523159 |
I |
By Travers Holdings LLC (2) |
Common Stock |
11/4/2022 |
|
D |
|
7131 (3) |
D |
$0.00 |
516028 |
I |
By Travers Holdings LLC (2) |
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 |
Warrants to purchase Common
Stock |
$11.5 |
9/16/2022 |
|
M |
|
|
443432 (1) |
12/5/2021 |
12/5/2026 |
Common Stock |
99019 |
(1) |
0 |
I |
By Travers Holdings LLC (2) |
Explanation of
Responses: |
(1) |
On August 15, 2022, pursuant
to the Warrant Agreement, dated October 14, 2020 ("Warrant
Agreement"), by and between Issuer and Continental Stock Transfer
& Trust Company ("Continental"), Issuer issued a notice of
mandatory redemption of all issued and outstanding warrants to
acquire Common Stock. On September 16, 2022, immediately prior
Issuer's redemption of warrants, Travers Holdings LLC exercised its
443,432 private warrants to acquire common stock on a cashless
basis at a conversion ratio of 0.2233 shares of Common Stock per
private warrant, as established pursuant to the terms of the
Warrant Agreement. |
(2) |
Securities are held by
Travers Holdings LLC. Mr. Travers and Susan D. Travers are the
managers of Travers Holdings and have shared voting and dispositive
power over the securities of Issuer held by Travers Holdings. Mr.
Travers and Susan D. Travers each disclaim beneficial ownership of
these securities except to the extent of any pecuniary interest
therein. |
(3) |
Pursuant to Section
3.2(c)(i) of the Stock Escrow Agreement, dated August 15, 2021, by
and among Issuer, Motion Acquisition LLC, and Continental Stock
Transfer & Trust Company (as assigned from time to time), on
November 4, 2022, Travers Holdings LLC forfeited 7,131 shares of
Common Stock for no consideration. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
TRAVERS JAMES M
C/O DOCGO INC.
35 WEST 35TH STREET, FLOOR 6
NEW YORK, NY 10001 |
X |
|
|
|
Signatures
|
/s/ James M. Travers |
|
12/22/2022 |
**Signature of
Reporting Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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