0000899243-23-016828.txt : 20230703
0000899243-23-016828.hdr.sgml : 20230703
20230703160527
ACCESSION NUMBER: 0000899243-23-016828
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230630
FILED AS OF DATE: 20230703
DATE AS OF CHANGE: 20230703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Silberman Lewis
CENTRAL INDEX KEY: 0001862626
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41305
FILM NUMBER: 231065324
MAIL ADDRESS:
STREET 1: C/O GRAF ACQUISITION CORP. II
STREET 2: 1790 HUGHES LANDING BLVD.
CITY: THE WOODLANDS
STATE: TX
ZIP: 77380
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Bitcoin Depot Inc.
CENTRAL INDEX KEY: 0001901799
STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199]
IRS NUMBER: 873203989
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3343 PEACHTREE ROAD NE
STREET 2: SUITE 750
CITY: ATLANTA
STATE: GA
ZIP: 30326
BUSINESS PHONE: 678-435-9604
MAIL ADDRESS:
STREET 1: 2870 PEACHTREE ROAD
STREET 2: #327
CITY: ATLANTA
STATE: GA
ZIP: 30305
FORMER COMPANY:
FORMER CONFORMED NAME: GSR II Meteora Acquisition Corp.
DATE OF NAME CHANGE: 20220124
FORMER COMPANY:
FORMER CONFORMED NAME: GLA II Meteora Acquisition Corp.
DATE OF NAME CHANGE: 20211228
4
1
doc4.xml
FORM 4 SUBMISSION
X0407
4
2023-06-30
1
0001901799
Bitcoin Depot Inc.
BTM
0001862626
Silberman Lewis
C/O BITCOIN DEPOT, INC.
2870 PEACHTREE RD #327
ATLANTA
GA
30305
1
1
0
0
CO-CHIEF EXECUTIVE OFFICER
0
Class A Common Stock
2023-06-30
4
J
0
517378
0.00
A
517378
I
By LLC
Warrant (right to buy)
11.50
2023-06-30
4
J
0
1015510
0.00
A
Class A Common Stock
1015510
1015510
I
By LLC
Class E-1 Common Stock
2023-06-30
4
J
0
32900
0.00
A
2030-06-30
Class A Common Stock
32900
32900
I
By LLC
Class E-2 Common Stock
2023-06-30
4
J
0
32900
0.00
A
2030-06-30
Class A Common Stock
32900
32900
I
By LLC
Class E-3 Common Stock
2023-06-30
4
J
0
32900
0.00
A
2033-06-30
Class A Common Stock
32900
32900
I
By LLC
On June 30, 2023, pursuant to that certain Transaction Agreement, dated as of August 24, 2022 (as it may be amended, supplemented or otherwise modified from time to time, the "Transaction Agreement"), by and among GSR II Meteora Acquisition Corp. (the "Company"), GSRII Meteora Sponsor LLC ("Sponsor"), Lux Vending, LLC dba Bitcoin Depot ("BT OpCo"), BT HoldCo LLC ("BT HoldCo") and BT Assets, Inc. ("BT Assets"), the Company entered into a series of transactions with Sponsor, BT Assets, BT OpCo and BT HoldCo (each such transaction and the other transactions contemplated by the Transaction Agreement, collectively, the "business combination"). Upon the consummation of the business combination (the "Closing"), the Company changed its name to Bitcoin Depot Inc. Represents pro rata distribution by Sponsor to its members, which includes the reporting person, for no consideration, exempt under Rule 16a-9.
The reporting person is a managing member of Claybaker LLC.
The warrants are exercisable by the reporting person into shares of Class A Common Stock on a one-for-one basis commencing 30 days after the Closing and expire five years after the Closing or earlier upon redemption or liquidation.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the seven-year period following the Closing, the closing share price of the Class A Common Stock is greater than $12.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the seven-year period following the Closing, the closing share price of the Class A Common Stock is greater than $14.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
The Class E-1 Common Stock shall vest and automatically convert to Class A Common Stock on a one-for-one basis if at any time during the ten-year period following the Closing, the closing share price of the Class A Common Stock is greater than $16.00 per share over 10 trading days (which may be consecutive or not consecutive) within any 20 consecutive trading days.
/s/ Gus Garcia, Attorney-in-Fact for Lewis Silberman
2023-07-03