Svf II Bg (De) Llc - Jul 20, 2023 Form 4 Insider Report for Berkshire Grey, Inc. (BGRY)

Role
10%+ Owner
Signature
SVF II BG (DE) LLC, By: /s/ Jonathan Duckles, as Director
Stock symbol
BGRY
Transactions as of
Jul 20, 2023
Transactions value $
-$91,794,244
Form type
4
Date filed
7/20/2023, 02:57 PM
Previous filing
Sep 23, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BGRY Class A Common Stock Sale -$91.8M -65.6M -100% $1.40 0 Jul 20, 2023 See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Svf II Bg (De) Llc is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 24, 2023, by and among the Issuer, SoftBank Group Corp. ("SoftBank") and Backgammon Acquisition Corp., a wholly owned subsidiary of SoftBank ("Merger Sub"), on July 20, 2023, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of SoftBank. In connection with the Merger, each share of the Issuer's Class A common stock and Class C common stock (subject to certain exceptions) was converted into the right to receive $1.40 per share in cash.
F2 SVF II BG (DE) LLC ("SVF II BG") was the record holder of 65,567,317 shares of the Issuer's common stock. SoftBank Vision Fund II-2 L.P. is the sole limited partner of SVF II Aggregator (Jersey) L.P., which is the sole member of SVF II Holdings (DE) LLC, which is the sole member of SVF II BG. SB Global Advisers Limited has been appointed as manager and is exclusively responsible for making all final decisions related to the acquisition, structuring, financing and disposal of SoftBank Vision Fund II-2 L.P.'s investments, including as held by SVF II BG.