0001104659-21-008849.txt : 20210128 0001104659-21-008849.hdr.sgml : 20210128 20210128170524 ACCESSION NUMBER: 0001104659-21-008849 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210121 FILED AS OF DATE: 20210128 DATE AS OF CHANGE: 20210128 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mitchell David R CENTRAL INDEX KEY: 0001311306 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38818 FILM NUMBER: 21566156 MAIL ADDRESS: STREET 1: 1155 PURITAN CITY: BIRMINGHAM STATE: MI ZIP: 48009 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CarLotz, Inc. CENTRAL INDEX KEY: 0001759008 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 832456129 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 611 BAINBRIDGE STREET STREET 2: SUITE 100 CITY: RICHMOND STATE: VA ZIP: 23224 BUSINESS PHONE: (804) 728-3833 MAIL ADDRESS: STREET 1: 611 BAINBRIDGE STREET STREET 2: SUITE 100 CITY: RICHMOND STATE: VA ZIP: 23224 FORMER COMPANY: FORMER CONFORMED NAME: Acamar Partners Acquisition Corp. DATE OF NAME CHANGE: 20181114 4 1 tm214036-11_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-01-21 0 0001759008 CarLotz, Inc. LOTZ 0001311306 Mitchell David R C/O CARLOTZ, INC. 611 BAINBRIDGE STREET, SUITE 100 RICHMOND VA 23224 1 0 1 0 Class A Common Stock 2021-01-21 4 A 0 20739678 A 20739678 I See footnote Earnout Rights 2021-01-21 4 A 0 2287420 A 2026-01-21 Class A Common Stock 2287420 2287420 I See footnote Received in exchange for 2,034,751 shares of common stock of CarLotz Group, Inc. (f/k/a CarLotz, Inc. ("Former CarLotz"), pursuant to an Agreement and Plan of Merger, dated as of October 21, 2020 (as amended by Amendment No. 1, dated December 16, 2020, the "Merger Agreement"), by and among Former CarLotz, Acamar Partners Acquisition Corp. ("Acamar Partners") and Acamar Partners Sub, Inc. ("Merger Sub"). Merger Sub merged (the "Merger") with and into Former CarLotz, with Former CarLotz surviving the merger as a wholly owned subsidiary of Acamar Partners (which subsequently changed its name to "CarLotz, Inc..", the "Issuer"). Represents securities held directly by TRP Capital Partners, LP ("TRP"). The Reporting Person is a Managing Director of TRP. The Reporting Person may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that the Reporting Person is subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or that, for purposes of Section 16 of the Exchange Act or otherwise, the Reporting Person is the beneficial owner of any securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Reflects Earnout Rights acquired pursuant to the Merger Agreement. Pursuant to earnout provisions in the Merger Agreement, the holder is entitled to receive such shares of Class A Common Stock if, from the closing of the Merger until the fifth anniversary thereof, the closing share price of the Class A Common Stock exceeds the following thresholds. One-half will be issued if the closing share price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period and one-half will be issued if the closing share price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period. /s/ Rebecca C. Polak as attorney-in-fact for Mr. Mitchell Rebecca C. Polak 2021-01-28