Statement of Changes in Beneficial Ownership (4)
August 25 2021 - 7:28PM
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
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3235-0287
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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
*
Motion Acquisition LLC |
2. Issuer Name and Ticker or Trading Symbol
Motion Acquisition Corp.
[
MOTN
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O MOTION ACQUISITION CORP., C/O GRAUBARD MILLER, 405 LEXINGTON AVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/24/2021 |
(Street)
NEW YORK, NY 10174
(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)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | 8/24/2021 | | C | | 2875000 | A | (1) | 2875000 | I | By Motion Acquisition LLC (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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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 | (1) | 8/24/2021 | | C | | | 2875000 | (1) | (1) | Class A Common Stock | 2875000 | (1) | 0 | I | By Motion Acquisition LLC (2) |
Explanation of Responses: |
(1) | The Issuer's Class B Common Stock is convertible on a one-to-one basis for shares of the Issuer's Class A Common Stock, for no consideration, at any time and from time to time at the option of the holder and automatically upon the completion of the Issuer's initial business combination. The Class B Common Stock has no expiration date. |
(2) | These securities are owned directly by Motion Acquisition LLC, a ten percent owner of the Issuer, and indirectly by its managing members, James Travers, the Issuer's Chairman, Michael Burdiek, the Issuer's Chief Executive Officer and a director, Richard Vitelle, the Issuer's Chief Financial Officer and Secretary, and Garo Sarkissian, the Issuer's Executive Vice President of Corporate Development. Each of Messrs. Travers, Burdiek, Vitelle, and Sarkissian disclaims beneficial ownership of the securities held by Motion Acquisition LLC, except to the extent of his pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Motion Acquisition LLC C/O MOTION ACQUISITION CORP. C/O GRAUBARD MILLER, 405 LEXINGTON AVE NEW YORK, NY 10174 |
| X |
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TRAVERS JAMES M C/O MOTION ACQUISITION CORP. C/O GRAUBARD MILLER, 405 LEXINGTON AVE NEW YORK, NY 10174 | X | X |
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Burdiek Michael J C/O MOTION ACQUISITION CORP. C/O GRAUBARD MILLER, 405 LEXINGTON AVE NEW YORK, NY 10174 | X | X | Chief Executive Officer |
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VITELLE RICHARD K C/O MOTION ACQUISITION CORP. C/O GRAUBARD MILLER, 405 LEXINGTON AVE NEW YORK, NY 10174 |
| X | Chief Financial Officer |
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Sarkissian Garo Sarkis C/O MOTION ACQUISITION CORP. C/O GRAUBARD MILLER, 405 LEXINGTON AVE NEW YORK, NY 10174 |
| X | EVP, Corporate Development |
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Signatures
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/s/ James Travers | | 8/25/2021 |
**Signature of Reporting Person | Date |
/s/ Michael Burdiek | | 8/25/2021 |
**Signature of Reporting Person | Date |
/s/ Richard Vitelle | | 8/25/2021 |
**Signature of Reporting Person | Date |
/s/ Garo Sarkissian | | 8/25/2021 |
**Signature of Reporting Person | Date |
Motion Acquisition LLC, by Richard Vitelle, its managing member | | 8/25/2021 |
**Signature of Reporting Person | Date |
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