Statement of Changes in Beneficial Ownership (4)
December 17 2021 - 5:26PM
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
*
Weinberger Nicole M. |
2. Issuer Name and Ticker or Trading Symbol
Bowlero Corp.
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BOWL
]
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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 Customer Off. & CEO, PBA |
(Last)
(First)
(Middle)
C/O BOWLERO CORP., 222 W. 44TH STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/15/2021 |
(Street)
NEW YORK, NY 10036
(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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Class A Common Stock (1) | 12/15/2021 | | A | | 6084 (2) | A | (1) | 6084 | 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 |
Explanation of Responses: |
(1) | Represents restricted stock (the "Restricted Stock") issued to the reporting person pursuant to the merger of old Bowlero Corp. ("Old Bowlero") with and into the Issuer (the "Business Combination"). In connection with the Business Combination, certain Old Bowlero stockholders and holders of participating Old Bowlero options were granted the Restricted Stock in accordance with the terms of the Business Combination Agreement. |
(2) | One half of the Restricted Stock will vest only if the closing share price of the Issuer's Class A Common Stock, par value $0.0001 (the "Class A Common Stock") equals or exceeds $15.00 per share for any 10 trading days within any consecutive 20-trading day period that occurs between December 15, 2021 and December 15, 2026 (the "Vesting Period") and one half of the Restricted Stock will vest only if the closing share price of Class A Common Stock equals or exceeds $17.50 per share for any 10 trading days within any consecutive 20-trading day period within the Vesting Period. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Weinberger Nicole M. C/O BOWLERO CORP. 222 W. 44TH STREET NEW YORK, NY 10036 |
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| Chief Customer Off. & CEO, PBA |
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Signatures
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/s/ Jason Cohen, Attorney-in-Fact for Nicole M. Weinberger | | 12/17/2021 |
**Signature of Reporting Person | Date |
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