Statement of Changes in Beneficial Ownership (4)
June 08 2021 - 7:11PM
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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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
*
Jones Michael Brian |
2. Issuer Name and Ticker or Trading Symbol
Latch, Inc.
[
LTCH
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Technology Officer |
(Last)
(First)
(Middle)
C/O LATCH, INC., 508 WEST 26TH STREET, SUITE 6G |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/4/2021 |
(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
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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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Common Stock | 6/4/2021 | | A | | 89710 | A | (1) | 89710 | D | |
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 |
Stock Option | $0.11 | 6/4/2021 | | A | | 126933 | | (2) | 2/8/2025 | Common Stock | 126933 | (1) | 126933 | D | |
Stock Option | $0.23 | 6/4/2021 | | A | | 876629 | | (2) | 5/11/2026 | Common Stock | 876629 | (1) | 876629 | D | |
Stock Option | $0.68 | 6/4/2021 | | A | | 1514682 | | (3) | 11/6/2028 | Common Stock | 1514682 | (1) | 1514682 | D | |
Explanation of Responses: |
(1) | Pursuant to the business combination of TS Innovation Acquisitions Corp. and Latch, Inc. ("Legacy Latch"), each share of Legacy Latch outstanding common and preferred stock and each outstanding convertible note was automatically converted into the right to receive shares of the Issuer's Common Stock based on a 1-to-0.8971 conversion ratio (the "Conversion Ratio"). In addition, each outstanding Legacy Latch equity award was automatically converted into a corresponding equity award of the Issuer based on the Conversion Ratio and with the same terms and vesting conditions as the Legacy Latch equity awards. |
(2) | The stock option is fully vested. |
(3) | The stock option is currently vested and exercisable as to 1,041,343 of the underlying shares, and the remaining shares will vest in equal monthly installments until fully vested on August 9, 2022. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Jones Michael Brian C/O LATCH, INC. 508 WEST 26TH STREET, SUITE 6G NEW YORK, NY 10001 |
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| Chief Technology Officer |
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Signatures
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/s/ Priyen Patel, Attorney-in-fact | | 6/8/2021 |
**Signature of Reporting Person | Date |
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