SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Wolff Benjamin G

(Last)

(First)

(Middle)

C/O SARCOS TECHNOLOGY AND ROBOTICS CORP

650 SOUTH 500 WEST, SUITE 150

(Street)

SALT LAKE CITY

84101

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2023

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/08/2023		J⁽¹⁾	V	1,250,000	D	$0.00	383,119⁽²⁾	I	See footnote⁽³⁾
Common Stock	09/08/2023		J⁽¹⁾	V	1,250,000	A	$0.00	1,858,787⁽²⁾	D
Common Stock	09/08/2023		G	V	1,250,000	D	$0.00	608,787⁽²⁾	D
Common Stock								904⁽²⁾	I	By spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On September 8, 2023, Mare's Leg Capital, LLC ("MLC") transferred 1,250,000 shares to Benjamin Wolff and his spouse Julie Wolff as members of MLC for no consideration. Subsequently, on September 8, 2023, Mr. Wolff and Mrs. Wolff transferred the shares they received from MLC to three trusts created for estate planning purposes. Specifically, Mr. Wolff and Mrs. Wolff transferred 416,666 shares to Corrival Trust, 416,667 shares to WXW Trust and 416,667 shares to Mare's Leg Trust (each, a "Trust" ), as a gift for no consideration for estate planning purposes. The trustee of each Trust is Willow Street Trust Company of Wyoming, LLC and the beneficiaries of each Trust are Mr. Wolff and Mrs. Wolff together with their family.

2. The reported number of shares has been adjusted to reflect the impact of the Issuer's 1-for-6 reverse stock split completed on July 5, 2023.

3. Represents shares held by MLC, an entity wholly owned by Mr. Wolff and Mrs. Wolff.

Remarks:

	/s/ Stephen Sonne, Attorney-in-fact on behalf of Benjamin G. Wolff	09/12/2023
	** 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 4 (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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