Form 4 for LUCK Lucky Strike Entertainment Corp
Accepted 2021-12-17 00:00:00 ET · period of report 2021-12-15 · accession 0000950103-21-019944 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-12-17 | 2021-12-15 | LUCK | A-B Parent LLC | Dir, 10% | A - Grant | — | +63.43M | 63.43M | New | — |
| DM | 2021-12-17 | 2021-12-15 | LUCK | A-B Parent LLC | Dir, 10% | A - Grant | — | +9.91M | 9.80M | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-12-15 | A | A | 63,425,788 | — | 63,425,788 | D | — | — | (F1) Received in exchange for shares of common stock of Bowlero Corp. ("Former Bowlero") in connection with the business combination between the Issuer and Former Bowlero (the "Merger"). |
| 2 | Derivative | Preferred Stock | 2021-12-15 | A | A | 105,000 | — | 105,000 | D | — · — to — | — Class A Common Stock | (F2) Received in exchange for shares of common stock of Former Bowlero in connection with the Merger. These shares are convertible at any time into 76.9231 shares of Class A Common Stock of Issuer per $1,000 liquidation preference of the Preferred Stock, subject to adjustment in accordance with the Certificate of Designation of the Issuer and have an initial liquidation preference of $1,000 per share. The Preferred Stock does not expire. |
| 3 | Derivative | Restricted Stock Units | 2021-12-15 | A | A | 9,802,412 | — | 9,802,412 | D | — · — to — | 9,802,412 Class A Common Stock | (F3) Reflects shares of Class A Common Stock (the "Earnout Shares") issuable pursuant to the Merger Agreement between the Issuer and Former Bowlero (the "Merger Agreement") to the extent that the Class A Common Stock achieves certain hurdles. (F4) (i) 50% of the Earnout Shares will be issued if the closing per share price of Class A Common Stock is greater than or equal to $15.00 for any 10 trading days within any consecutive 20-trading day period that occurs on or prior to the 5-year anniversary of the closing date of the Merger (the "Closing"), and (ii) 50% of the Earnout Shares will be issued if the closing per share price of Class A Common Stock is greater than or equal to $17.50 for any 10 trading days within any consecutive 20-trading day period that occurs on or prior to the 5-year anniversary of the Closing. (F5) If the conditions are not met and the shares have not vested as of the 5-year anniversary of the Closing, the right to these Earnout Shares will be forfeited. |