0001062993-22-001569.txt : 20220125 0001062993-22-001569.hdr.sgml : 20220125 20220125192923 ACCESSION NUMBER: 0001062993-22-001569 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220118 FILED AS OF DATE: 20220125 DATE AS OF CHANGE: 20220125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Shannon Thomas F. CENTRAL INDEX KEY: 0001882143 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40142 FILM NUMBER: 22555375 MAIL ADDRESS: STREET 1: C/O BOWLERO CORP. STREET 2: 222 WEST 44TH STREET CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cobalt Group, LLC CENTRAL INDEX KEY: 0001890071 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40142 FILM NUMBER: 22555374 BUSINESS ADDRESS: STREET 1: C/O BOWLERO CORPORATION STREET 2: 7313 BELL CREEK ROAD CITY: MECHANICSVILLE STATE: VA ZIP: 23111 BUSINESS PHONE: 804-730-4000 MAIL ADDRESS: STREET 1: C/O BOWLERO CORPORATION STREET 2: 7313 BELL CREEK ROAD CITY: MECHANICSVILLE STATE: VA ZIP: 23111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cobalt Recreation LLC CENTRAL INDEX KEY: 0001890037 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40142 FILM NUMBER: 22555376 BUSINESS ADDRESS: STREET 1: C/O BOWLERO CORPORATION STREET 2: 7313 BELL CREEK ROAD CITY: MECHANICSVILLE STATE: VA ZIP: 23111 BUSINESS PHONE: 804-730-4000 MAIL ADDRESS: STREET 1: C/O BOWLERO CORPORATION STREET 2: 7313 BELL CREEK ROAD CITY: MECHANICSVILLE STATE: VA ZIP: 23111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bowlero Corp. CENTRAL INDEX KEY: 0001840572 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AMUSEMENT & RECREATION SERVICES [7900] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 55 POST ROAD W, SUITE 200 CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2035545641 MAIL ADDRESS: STREET 1: 55 POST ROAD W, SUITE 200 CITY: WESTPORT STATE: CT ZIP: 06880 FORMER COMPANY: FORMER CONFORMED NAME: Isos Acquisition Corp. DATE OF NAME CHANGE: 20210114 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2022-01-18 0001840572 Bowlero Corp. BOWL 0001882143 Shannon Thomas F. C/O BOWLERO CORP. 7313 BELL CREEK ROAD MECHANICSVILLE VA 23111 1 1 1 0 Chief Executive Officer 0001890037 Cobalt Recreation LLC C/O BOWLERO CORP. 7313 BELL CREEK ROAD MECHANICSVILLE VA 23111 1 0 1 0 0001890071 Cobalt Group, LLC C/O BOWLERO CORP. 7313 BELL CREEK ROAD MECHANICSVILLE VA 23111 1 0 1 0 Restricted Stock Units 2022-01-18 4 A 0 71 A 2026-12-15 Class B Common Stock 71 9803380 I See Footnote Restricted Stock Units 2022-01-18 4 A 0 844 A 2026-12-15 Class B Common Stock 844 9804224 I See Footnote Restricted Stock Units 2022-01-21 4 A 0 2895 A 2026-12-15 Class B Common Stock 2895 9807119 I See Footnote The Restricted Stock Units ("RSUs") were received pursuant to the terms of the Business Combination Agreement in connection with the acquisition by the Issuer of Bowlero Corp. (the "Acquisition"). 50% of the RSUs will vest if the closing share price of the Class A Common Stock equals or exceeds $15.00 per share for any 10 trading days within any consecutive 20-trading day period on or prior to the 5-year anniversary of the closing date of the Acquisition, and 50% of the RSUs will vest if the closing share price of the Class A Common Stock equals or exceeds $17.50 per share for any 10 trading days within any consecutive 20-trading day period on or prior to the 5-year anniversary of the closing date of the Acquisition, and will otherwise be forfeited on the 5-year anniversary of the closing of the Acquisition. The shares of Class B Common Stock, par value $0.0001 per share ("Class B Common Stock") are convertible into shares of the Issuer's Class A Common Stock, par value $0.0001 per share ("Class A Common Stock") at the option of the holder on a one-to-one basis, and will automatically convert to shares of Class A Common Stock upon (i) Mr. Shannon ceasing to beneficially own at least 10% of the Issuer's outstanding common stock, (ii) the death or disability of Mr. Shannon, (iii) the employment of Mr. Shannon as the CEO of the Issuer being terminated for cause, and (iv) the fifteenth anniversary of the closing of the Acquisition (as defined below). Held directly by Cobalt Recreation LLC. The managing member of Cobalt Recreation LLC is The Cobalt Group LLC. The managing member of The Cobalt Group LLC is Mr. Shannon. Mr. Shannon disclaims beneficial ownership of the shares held by Cobalt Recreation LLC except to the extent of any pecuniary interest therein. /s/ Brett Parker, as Attorney-in-Fact for Thomas F. Shannon 2022-01-25 /s/ Brett Parker, for Cobalt Recreation LLC, by: Brett Parker, as attorney-in-fact for Thomas F. Shannon 2022-01-25 /s/ Brett Parker, for The Cobalt Group LLC, by: Brett Parker, as attorney-in-fact for Thomas F. Shannon 2022-01-25