SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

FINN BRIAN D

(Last)

(First)

(Middle)

C/O SARCOS TECHNOLOGY AND ROBOTICS CORP

360 WAKARA WAY

(Street)

SALT LAKE CITY

84108

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/24/2021

3. Issuer Name and Ticker or Trading Symbol
Sarcos Technology & Robotics Corp [ STRC ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8,942,957⁽¹⁾⁽²⁾⁽³⁾	I	See footnote⁽⁴⁾
Common Stock	241,473⁽¹⁾⁽²⁾⁽⁵⁾	I	See footnote⁽⁶⁾
Common Stock	5,672,168⁽⁷⁾⁽⁸⁾	I	See footnote⁽⁹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Warrants⁽¹⁰⁾	01/20/2021	⁽¹¹⁾	Common Stock	5,970,684	$11.5	I	See footnote⁽⁹⁾

Explanation of Responses:

1. Reflects shares of common stock, of Sarcos Corp. ("Sarcos"), acquired on September 24, 2021, upon the completion of the merger (the "Business Combination") pursuant to the Agreement and Plan of Merger, dated as of April 5, 2021, as amended on August 28, 2021, by and among Sarcos Corp., Rotor Merger Sub Corp. and Rotor Acquisition Corp. (the "Merger Agreement").

2. At the effective time of the Business Combination (the "Effective Time"), each share of Sarcos Corp. common stock outstanding immediately prior to the Effective Time was converted into the right to receive approximately 5.129222424 shares of the common stock of Sarcos, subject to rounding.

3. Represents shares of common stock held by Rotor Sarcos LLC ("Rotor-Sarcos").

4. Mr. Finn has shared control of Rotor-Sarcos. As such, has shared voting and dispositive power over the shares owned by Rotor-Sarcos. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

5. Represents shares held by Marstar Investments LLC ("Marstar").

6. Mr. Finn is the administrator of Marstar and has sole voting and dispositive power over the shares that will be directly held by Marstar. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

7. Represents former shares of Class B common stock of Sarcos predecessor company Rotor Acquisition Corp., which converted into shares of Common Stock of Sarcos upon closing of the Business Combination.

8. Represents shares of common stock held by Rotor Sponsor LLC ("Rotor Sponsor").

9. Mr. Finn is the managing member of Rotor Sponsor. As such, he has sole voting and dispositive power over the shares owned by Rotor Sponsor. Mr. Finn disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

10. Represents warrants to purchase common stock held by Rotor Sponsor.

11. The warrants will expire at 5:00 p.m., New York City time, on September 24, 2026 or earlier upon redemption or liquidation.

Remarks:

	/s/ Julie Wolff, Attorney-in-fact on behalf of Brian Finn	09/24/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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