Amended Statement of Changes in Beneficial Ownership (4/a)
June 27 2022 - 5:58PM
Edgar (US Regulatory)
FORM 4
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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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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
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DELANEY JOHN K |
2. Issuer Name and Ticker or Trading Symbol
Berkshire Grey, Inc.
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BGRY
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
140 SOUTH ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/22/2022 |
(Street)
BEDFORD, MA 01730
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
6/24/2022 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ 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 | 6/22/2022 | | A | | 91667 (1) | A | $0.00 | 91667 | D | |
Class A Common Stock | | | | | | | | 3735333 | I | By RAAC Management 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 |
Explanation of Responses: |
(1) | These shares represent restricted stock units ("RSUs") and will be settled in the Issuer's Class A common stock upon vesting. These RSUs vest in full on June 22, 2023, the first anniversary of the grant date. |
(2) | RAAC Management LLC ("Sponsor") is the record holder of the shares reported herein. Acceleration Capital Management LLC ("ACM") is a member of Sponsor. John K. Delaney is the managing member of ACM. The members of Sponsor elect and remove its managers. As a result of the foregoing, Mr. Delaney may be deemed to beneficially own shares held by Sponsor. Mr. Delaney disclaims beneficial ownership of the shares held by Sponsor, except to the extent of his pecuniary interest therein. |
Remarks: Exhibit 24 - Power of Attorney
The Form 4 originally filed by the Reporting Person on June 24, 2022 incorrectly stated the vesting terms within note 1. This amendment is being filed to correct this misstatement and to include the Power of Attorney as an attachment. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DELANEY JOHN K 140 SOUTH ROAD BEDFORD, MA 01730 | X |
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Signatures
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/s/ Christian Ehrbar, Attorney-in-Fact | | 6/27/2022 |
**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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