*
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The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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1
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Names of Reporting Persons
COREWEAVE, INC.
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2
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Check the Appropriate Box if a Member of a Group:
(a) ☐ (b) ☐
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3
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SEC Use Only
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4
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Source of Funds
OO (See Item 3)
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5
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Check Box if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e):
☐
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6
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Citizenship Or Place Of Organization
DELAWARE
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
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7
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Sole Voting Power
14,285,090
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8
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Shared Voting Power
0
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9
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Sole Dispositive Power
14,285,090
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10
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Shared Dispositive Power
0
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11
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Aggregate Amount Beneficially Owned By Each Reporting Person
14,285,090 (See Items 4 and 5)
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
☐
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13
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Percent Of Class Represented By Amount In Row (11)
9.5%*
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14
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Type Of Reporting Person
CO
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*
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The percentage calculation is based on 150,537,427 shares of common stock, par value $0.00001 per share, of Sysorex, Inc., a Nevada corporation (the
“Company”), outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021.
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2.1
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Agreement and Plan of Merger, dated as of April 8, 2021, by and among Sysorex, Inc., TTM Acquisition Corp., and TTM Digital Assets & Technologies,
Inc. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of the Company filed on April 14, 2021).
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10.1
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Registration Rights Agreement, dated as of April 14, 2021, by and among Sysorex, Inc. and certain other parties (incorporated by reference to Exhibit
10.11 to the Current Report on Form 8-K of the Company filed on April 14, 2021).
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Date: April 23, 2021
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COREWEAVE, INC.
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By:
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/s/ Michael Intrator
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Name:
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Michael Intrator
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Title:
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Chief Executive Officer
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Name
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Position with CoreWeave, Inc.
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Principal Occupation and Employer
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Michael Intrator(1)
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Chief Executive Officer and Director
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Chief Executive Officer and Director of CoreWeave, Inc.
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Evan Meagher(2)
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Chief Financial Officer
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Chief Financial Officer of CoreWeave, Inc.
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Brian Venturo(3)
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Chief Technology Officer and Director
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Chief Technology Officer and Director of
CoreWeave, Inc. |
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Brannin McBee(4)
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Chief Strategy Officer and Secretary
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Chief Strategy Officer and Secretary of CoreWeave, Inc.
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Jack Cogen(5)
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Director
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Retired, 60 East End Ave., Apt. 24A, New York, NY 10028
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Gregory Hersch(6)
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Director
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Founder and Chief Executive Officer of Florence Capital Advisors, LLC, a registered investment adviser, 575 Lexington Avenue, Suite 12-111, New York, NY
10022
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Stephen Jamison(7)
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Director
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Commodity trader with JC Trading LLC, a commodity trading company, PO Box 1159, Ridgefield, CT 06877
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(1)
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Immediately prior to the Effective Time, Mr. Intrator beneficially owned 3.9434797 TTM Shares. At the Effective Time, Mr. Intrator received 4,898,522
Shares in exchange for his TTM Shares. As a result of the Merger, Mr. Intrator is the beneficial owner of an aggregate of 4,898,522 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Intrator
constitutes approximately 3.3% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021. Mr. Intrator’s beneficial ownership is
individually and through The Michael Intrator GRAT IV.
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(2)
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Immediately prior to the Effective Time, Mr. Meagher beneficially owned 0.1698173 TTM Shares. At the Effective Time, Mr. Meagher received 210,945 Shares
in exchange for his TTM Shares. As a result of the Merger, Mr. Meagher is the beneficial owner of an aggregate of 210,945 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Meagher
constitutes approximately 0.1% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021.
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(3)
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Immediately prior to the Effective Time, Mr. Venturo beneficially owned 2.6001411 TTM Shares. At the Effective Time, Mr. Venturo received 3,229,850
Shares in exchange for his TTM Shares. As a result of the Merger, Mr. Venturo is the beneficial owner of an aggregate of 3,229,850 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Venturo
constitutes approximately 2.1% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021.
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(4)
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Immediately prior to the Effective Time, Mr. McBee beneficially owned 1.9244614 TTM Shares. At the Effective Time, Mr. McBee received 2,390,532 Shares
in exchange for his TTM Shares. As a result of the Merger, Mr. McBee is the beneficial owner of an aggregate of 2,390,532 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. McBee constitutes
approximately 1.6% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021.
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(5)
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Immediately prior to the Effective Time, Mr. Cogen beneficially owned 1.9470418 TTM Shares. At the Effective Time, Mr. Cogen received 2,418,582 Shares
in exchange for his TTM Shares. As a result of the Merger, Mr. Cogen is the beneficial owner of an aggregate of 2,418,582 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Cogen constitutes
approximately 1.6% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021. Mr. Cogen’s beneficial ownership is individually and
through The Jack D. Cogen 2020 Qualified Annuity Trust and QZJXK LLC.
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(6)
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Immediately prior to the Effective Time, Mr. Hersch beneficially owned 0.0697055 TTM Shares. At the Effective Time, Mr. Hersch received 86,587 Shares in
exchange for his TTM Shares. As a result of the Merger, Mr. Hersch is the beneficial owner of an aggregate of 86,587 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Hersch constitutes
approximately 0.1% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021.
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(7)
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Immediately prior to the Effective Time, Mr. Jamison beneficially owned 1.2531272 TTM Shares. At the Effective Time, Mr. Jamison received 1,556,613
Shares in exchange for his TTM Shares. As a result of the Merger, Mr. Jamison is the beneficial owner of an aggregate of 1,556,613 Shares (with the sole power to vote and dispose of such shares). The Shares beneficially owned by Mr. Jamison
constitutes approximately 1.0% of the Shares issued and outstanding as of the close of business on April 14, 2021, as reported in the Current Report on Form 8-K of the Company filed on April 14, 2021. Mr. Jamison’s beneficial ownership is
through KOPACC, LLC.
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