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