0000899243-23-017569.txt : 20230727
0000899243-23-017569.hdr.sgml : 20230727
20230727203743
ACCESSION NUMBER: 0000899243-23-017569
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230724
FILED AS OF DATE: 20230727
DATE AS OF CHANGE: 20230727
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RBC Millennium Trust
CENTRAL INDEX KEY: 0001932964
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231119912
BUSINESS ADDRESS:
STREET 1: C/O SYMBOTIC INC., 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
BUSINESS PHONE: 978-284-2800
MAIL ADDRESS:
STREET 1: C/O SYMBOTIC INC., 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cohen Janet L
CENTRAL INDEX KEY: 0001932965
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40175
FILM NUMBER: 231119913
MAIL ADDRESS:
STREET 1: C/O SYMBOTIC INC., 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Symbotic Inc.
CENTRAL INDEX KEY: 0001837240
STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT, NEC [3569]
IRS NUMBER: 981572401
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
BUSINESS PHONE: 978-284-2800
MAIL ADDRESS:
STREET 1: 200 RESEARCH DRIVE
CITY: WILMINGTON
STATE: MA
ZIP: 01887
FORMER COMPANY:
FORMER CONFORMED NAME: SVF Investment Corp. 3
DATE OF NAME CHANGE: 20210128
FORMER COMPANY:
FORMER CONFORMED NAME: SVF Investment III Corp.
DATE OF NAME CHANGE: 20201218
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-07-24
0
0001837240
Symbotic Inc.
SYM
0001932965
Cohen Janet L
C/O SYMBOTIC INC. 200 RESEARCH DRIVE
WILMINGTON
MA
01887
0
0
1
0
0001932964
RBC Millennium Trust
C/O SYMBOTIC INC., 200 RESEARCH DRIVE
WILMINGTON
MA
01887
0
0
1
0
0
Class V-1 Common Stock
2023-07-24
4
J
0
6362808
D
0
I
By The RBC Millennium Trust
Class V-3 Common Stock
2023-07-24
4
J
0
7897442
D
153647127
I
By The RBC Millennium Trust
Class A Common Stock
2023-07-24
4
J
0
14260250
A
14260250
I
By The RBC Millennium Trust
Class A Common Stock
2023-07-25
4
S
0
14260250
28.05
D
0
I
By The RBC Millennium Trust
Class V-1 Common Stock
545835
I
By The Jill Cohen Mill Trust
Class V-3 Common Stock
13858144
I
By The Jill Cohen Mill Trust
Class V-1 Common Stock
2023-07-24
4
J
0
2058420
D
4571502
I
By Spouse
Class V-3 Common Stock
2023-07-24
4
J
0
1506642
D
211187404
I
By Spouse
Class A Common Stock
2023-07-24
4
J
0
3565062
A
3565062
I
By Spouse
Class A Common Stock
2023-07-25
4
S
0
3565062
28.05
D
0
I
By Spouse
Symbotic Holdings Units
2023-07-24
4
J
0
14260250
D
Class A Common Stock
14260250
153647127
I
By The RBC Millennium Trust
Symbotic Holdings Units
Class A Common Stock
14403979
14403979
I
By The Jilll Cohen Mill Trust
Symbotic Holdings Units
2023-07-24
4
J
0
3565062
D
Class A Common Stock
3565062
215758906
I
By Spouse
On July 25, 2023, The RBC Millennium Trust sold 14,260,250 shares of Class A Common Stock (the "Stock Sale") for an aggregate purchase price of $400,000,000. In anticipation of the Stock Sale, on July 24, 2023, The RBC Millennium Trust redeemed 14,260,250 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Redemption"). In connection with the Redemption, Symbotic Holdings LLC ("Symbotic Holdings") cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 6,362,808 shares of Class V-1 Common Stock and 7,897,442 shares of Class V-3 Common Stock.
The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-1 Common Stock or Class V-3 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, and in accordance with other terms and conditions set forth in Symbotic Holdings' Second Amended and Restated Limited Liability Company Agreement, dated as of June 7, 2022. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-1 Common Stock or Class V-3 Common Stock, as applicable.
(Continued from Footnote 2) Shares of Class V-1 Common Stock of the Issuer have no economic rights and each share of Class V-1 Common Stock entitles its holder to 1 vote per share. Shares of Class V-3 Common Stock of the Issuer have no economic rights and each share of Class V-3 Common Stock entitles its holder to 3 votes per share.
Following the Stock Sale and the Redemption, Janet L. Cohen may be considered the beneficial owner of (i) 153,647,127 shares of Class V-3 Common Stock held of record by The RBC Millennium Trust, for which Ms. Cohen is a co-trustee and one of the beneficiaries thereof and (ii) 13,858,144 shares of Class V-3 Common Stock and 545,835 shares of Class V-1 Common Stock held of record by The Jill Cohen Mill Trust, for which Ms. Cohen is a co-trustee and members of Ms. Cohen's immediate family are beneficiaries and, in each case, an equal number the paired Symbotic Holdings Units.
On July 25, 2023, the Richard B. Cohen Revocable Trust sold 3,565,062 shares of Class A Common Stock (the "Spousal Stock Sale") for an aggregate purchase price of $100,000,000. In anticipation of the Spousal Stock Sale, on July 24, 2023, the Richard B. Cohen Revocable Trust redeemed 3,565,062 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Spousal Redemption"). In connection with the Spousal Redemption, Symbotic Holdings cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the 2,058,420 shares of Class V-1 Common Stock and 1,506,642 shares of Class V-3 Common Stock that were redeemed.
Following the Spousal Stock Sale and the Spousal Redemption, Janet L. Cohen may be considered to have an additional indirect pecuniary interest in 215,758,906 Symbotic Holdings Units (including the equivalent number of paired shares of Class V-1 or Class V-3 Common Stock) held by the Richard B. Cohen Revocable Trust, RBC 2021 4 Year GRAT and RJJRP Holdings, Inc., (together, the "Spousal Shares") in which Ms. Cohen's spouse is the trustee or Chief Executive Officer, as applicable, and to which members of Ms. Cohen's immediate family have a pecuniary interest. Janet L. Cohen does not have voting or investment control over the Spousal Shares and disclaims beneficial ownership of the Spousal Shares except to the extent that Ms. Cohen may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the Spousal Shares for purposes of Section 16 or for any other purpose.
/s/ Corey Dufresne, Attorney-in-Fact for Janet L. Cohen
2023-07-27
/s/ Corey Dufresne, Attorney-in-Fact for RBC Millennium Trust
2023-07-27