Steven G. Carrel - Jun 2, 2022 Form 4 Insider Report for CarLotz, Inc. (LOTZ)

Role: Director, 10%+ Owner
Signature: /s/ Rebecca C. Polak as attorney-in-fact for Mr. Carrel
Stock symbol: LOTZ
Transactions as of: Jun 2, 2022
Transactions value $: $0
Form type: 4
Date filed: 6/6/2022, 09:47 PM
Previous filing: Jun 15, 2021
Next filing: Dec 12, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LOTZ	Class A Common Stock	Options Exercise	$0	+49.5K	+0.23%	$0.00	21.8M	Jun 2, 2022	See Footnote	F1, F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	LOTZ	Restricted Stock Units	Options Exercise	$0	-49.5K	-100%	$0.00^*	0	Jun 2, 2022	Class A Common Stock	49.5K		See Footnote	F2, F3, F4
transaction	LOTZ	Restricted Stock Units	Award	$0	+435K		$0.00	435K	Jun 2, 2022	Class A Common Stock	435K		See Footnote	F2, F3, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	These shares of Class A common stock reflect the settlement of Restricted Stock Units of the Issuer on June 2, 2022. Each Restricted Stock Unit is convertible into a share of Class A common stock on a 1-for-1 basis.
F2	The Reporting Person is a Managing Director of TRP Capital Partners, LP ("TRP"). The Reporting Person may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that the Reporting Person is subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or that, for purposes of Section 16 of the Exchange Act or otherwise, the Reporting Person is the beneficial owner of any securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
F3	Each Restricted Stock Unit represents a contingent right to receive one share of Class A Common Stock.
F4	These Restricted Stock Units were granted pursuant to the Issuer's 2020 Incentive Award Plan, consisting of 24,770 Restricted Stock Units granted to the Reporting Person and 24,770 Restricted Stock Units granted to David R. Mitchell in their capacity as directors of the Issuer. These Restricted Stock Units vest on the earlier of (i) the day immediately preceding the date of the first annual meeting of stockholders following the date of grant and (ii) the first anniversary of the date of grant. Each of the Reporting Person and David R. Mitchell has an understanding with TRP pursuant to which he holds such Restricted Stock Units for the benefit of TRP.
F5	These Restricted Stock Units vest on the earlier of (i) the day immediately preceding the date of the first annual meeting of stockholders following the date of grant and (ii) the first anniversary of the date of grant.
F6	These Restricted Stock Units were granted pursuant to the Issuer's 2020 Incentive Award Plan, consisting of 217,665 Restricted Stock Units granted to the Reporting Person and 217,665 Restricted Stock Units granted to David R. Mitchell in their capacity as directors of the Issuer. These Restricted Stock Units vest on the earlier of (i) the day immediately preceding the date of the first annual meeting of stockholders following the date of grant and (ii) the first anniversary of the date of grant. Each of the Reporting Person and David R. Mitchell has an understanding with TRP pursuant to which he holds such Restricted Stock Units for the benefit of TRP.