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