0001628280-24-043721.txt : 20241025 0001628280-24-043721.hdr.sgml : 20241025 20241025060643 ACCESSION NUMBER: 0001628280-24-043721 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20241022 FILED AS OF DATE: 20241025 DATE AS OF CHANGE: 20241025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAYTON BRENT D CENTRAL INDEX KEY: 0001731041 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39535 FILM NUMBER: 241393987 MAIL ADDRESS: STREET 1: 7700 FORSYTH BOULEVARD CITY: ST. LOUIS STATE: MO ZIP: 63130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Sharecare, Inc. CENTRAL INDEX KEY: 0001816233 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 851365053 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 255 EAST PACES FERRY ROAD NE STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30305 BUSINESS PHONE: (404) 671-4000 MAIL ADDRESS: STREET 1: 255 EAST PACES FERRY ROAD NE STREET 2: SUITE 700 CITY: ATLANTA STATE: GA ZIP: 30305 FORMER COMPANY: FORMER CONFORMED NAME: Falcon Capital Acquisition Corp. DATE OF NAME CHANGE: 20200626 FORMER COMPANY: FORMER CONFORMED NAME: Falcon Capital Corp I DATE OF NAME CHANGE: 20200625 4 1 wk-form4_1729850796.xml FORM 4 X0508 4 2024-10-22 1 0001816233 Sharecare, Inc. SHCR 0001731041 LAYTON BRENT D C/O SHARECARE, INC. 255 E. PACES FERRY RD. NE, SUITE 700 ATLANTA GA 30305 1 1 0 0 Chief Executive Officer 0 Common Stock 2024-10-22 4 D 0 2290308 D 0 D Restricted Stock Units 2024-10-22 4 D 0 7500001 0 D Common Stock 7500001 0 D Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among Sharecare, Inc. ("Sharecare"), Impact Acquiror Inc., a Delaware corporation ("Parent") and Impact Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of Sharecare common stock, par value $0.0001 ("Company Common Stock"), reported in this row was converted into the right to receive a cash payment (without interest and subject to applicable taxes) equal to the per share merger consideration of $1.43 (the "Merger Consideration"). As a result of the Merger, Reporting Person no longer beneficially owns, directly or indirectly, any shares of Company Common Stock. Pursuant to the Merger Agreement, at the Effective Time, each outstanding restricted stock unit of Reporting Person ("Company RSU Award") was cancelled and converted into (x) a Contingent Cash Award in an amount in cash equal to (A) 70% of the number of shares of Company Common Stock subject to such Company RSU Award multiplied by (B) the Merger Consideration and (y) a Contingent Unit Award having a capital value at the Effective Time equal to (A) 30% of the number of shares of Company Common Stock subject to such Company RSU Award multiplied by (B) the Merger Consideration. /s/ Christie J. Miller, Attorney-in-Fact for Reporting Person 2024-10-24