0001213900-23-094466.txt : 20231208 0001213900-23-094466.hdr.sgml : 20231208 20231208173305 ACCESSION NUMBER: 0001213900-23-094466 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20231129 FILED AS OF DATE: 20231208 DATE AS OF CHANGE: 20231208 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hoffman-Flynt Katherine CENTRAL INDEX KEY: 0002003170 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39830 FILM NUMBER: 231476468 MAIL ADDRESS: STREET 1: PRESTO AUTOMATION INC. STREET 2: 985 INDUSTRIAL ROAD CITY: SAN CARLOS STATE: CA ZIP: 94070 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Presto Automation Inc. CENTRAL INDEX KEY: 0001822145 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 1 EAST PUTNAM AVENUE, FLOOR 4 CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 6464659000 MAIL ADDRESS: STREET 1: 1 EAST PUTNAM AVENUE, FLOOR 4 CITY: GREENWICH STATE: CT ZIP: 06830 FORMER COMPANY: FORMER CONFORMED NAME: Ventoux CCM Acquisition Corp. DATE OF NAME CHANGE: 20200821 3 1 ownership.xml X0206 3 2023-11-29 0 0001822145 Presto Automation Inc. PRST 0002003170 Hoffman-Flynt Katherine 985 INDUSTRIAL ROAD SAN CARLOS CA 94070 0 1 0 0 Chief Operating Officer Common Stock, par value $0.0001 per share 46952 D Stock Option (right to buy) 0.42 2029-09-21 Stock Options 20249 D Stock Option (right to buy) 1.44 2030-12-16 Stock Options 8099 D Stock Option (right to buy) 4.73 2031-09-15 Stock Options 16198 D Represents shares of common stock, par value $0.0001 per share ("Common Stock"), including (i) 12,959 shares of Common Stock underlying restricted stock units ("RSUs") pursuant to an RSU grant of 16,198 shares of Common Stock to the reporting person on July 25, 2022 pursuant to the Issuer's 2018 Equity Incentive Plan that vest in equal installments on the annual anniversary of the grant date for a period of five years, subject to the reporting person's continued employment and (ii) 32,000 shares of Common Stock underlying RSUs granted to the reporting person on September 13, 2023 pursuant to the Issuer's 2022 Incentive Award Plan that vest in equal installments on the annual anniversary of the grant date for a period of four years, subject to the reporting person's continued employment. Each RSU represents the right to receive one share of Common Stock upon vesting. Stock option was granted to the reporting person on September 22, 2019 under the Issuer's 2018 Equity Incentive Plan. Twenty five percent (25%) of the shares subject to the stock option vested on September 22, 2020 and the remaining shares subject to the option vest in equal installments on the annual anniversary of the grant date for a period of five years, subject to continued service though each such vesting date. Stock option was granted to the reporting person on December 17, 2020 under the Issuer's 2018 Equity Incentive Plan. The shares subject to the option vest in equal installments on the annual anniversary of the grant date for a period of five years, subject to continued service though each such vesting date. Stock option was granted to the reporting person on September 16, 2021 under the Issuer's 2018 Equity Incentive Plan. The shares subject to the stock option vest in equal installments on the annual anniversary of the grant date for a period of five years, subject to continued service though each such vesting date. Exhibit 24.1, Power of Attorney /s/ Susan Shinoff, by power of attorney 2023-12-08 EX-24.1 2 ea189771ex24-1_presto.htm POWER OF ATTORNEY

Exhibit 24.1

POWER OF ATTORNEY

The undersigned constitutes and appoints Xavier Casanova and Susan Shinoff, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

1. prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and

2. sign any and all SEC statements of beneficial ownership of securities of Presto Automation Inc. (the “Company”) on Schedule 13G or 13D as required under Section 13(d) and Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 13(d) and Section 16(a) of the Exchange Act, as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

A copy of this power of attorney shall be filed with the SEC. The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID, Schedule 13G or Schedule 13D as required under Section 13(d) of the Exchange Act or any Form 3, 4 or 5 with the SEC.

Dated: December 8, 2023

	/s/ Katherine Hoffman-Flynt
	Katherine Hoffman-Flynt