0001104659-21-007774.txt : 20210126
0001104659-21-007774.hdr.sgml : 20210126
20210126184736
ACCESSION NUMBER: 0001104659-21-007774
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210121
FILED AS OF DATE: 20210126
DATE AS OF CHANGE: 20210126
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sanders Elizabeth
CENTRAL INDEX KEY: 0001842548
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38818
FILM NUMBER: 21555859
MAIL ADDRESS:
STREET 1: 611 BAINBRIDGE STREET, SUITE 100
STREET 2: C/O CARLOTZ, INC.
CITY: RICHMOND
STATE: VA
ZIP: 23224
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
tm214036-7_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-01-21
0
0001759008
CarLotz, Inc.
LOTZ
0001842548
Sanders Elizabeth
C/O CARLOTZ, INC.
611 BAINBRIDGE STREET, SUITE 100
RICHMOND
VA
23224
0
1
0
0
Chief Administrative Officer
Stock Option (right to buy)
0.64
2021-01-21
4
A
0
10193
A
2022-08-31
Class A Common Stock
10193
10193
D
Stock Option (right to buy)
0.92
2021-01-21
4
A
0
407709
A
2029-11-01
Class A Common Stock
407709
407709
D
Stock Option (right to buy)
11.35
2021-01-21
4
A
0
8014
0
A
2031-01-21
Class A Common Stock
8014
8014
D
Restricted Stock Units
2021-01-21
4
A
0
41888
A
2026-01-21
Class A Common Stock
41888
41888
D
Restricted Stock Units
2021-01-21
4
A
0
5507
0
A
Class A Common Stock
5507
5507
D
These options are fully vested and exercisable.
These options were received exchange for options to purchase 1,000 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").
These options were received in the Merger in exchange for options to purchase 4,000 shares of Former CarLotz common stock.
These options vest in four equal annual installments beginning January 21, 2021.
Reflects Restricted Stock Units acquired pursuant to the Merger Agreement. Pursuant to earnout provisions in the Merger Agreement, the Restricted Stock Units will vest 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 vest 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 vest 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.
Each Restricted Stock Unit represents a contingent right to receive one share of Class A Common Stock.
These Restricted Stock Units were received in the Merger in exchange for options to purchase 41,000 shares of Former CarLotz common stock.
These Restricted Stock Units vest in four equal annual installments beginning January 21, 2021.
/s/ Rebecca C. Polak as attorney-in-fact for Ms. Sanders Rebecca C. Polak
2021-01-26