Janet L. Cohen - May 22, 2024 Form 4 Insider Report for Symbotic Inc. (SYM)

Role
10%+ Owner
Signature
/s/ Corey Dufresne, Attorney-in-Fact for Janet L. Cohen
Stock symbol
SYM
Transactions as of
May 22, 2024
Transactions value $
-$1,081,553
Form type
4
Date filed
5/24/2024, 07:36 PM
Previous filing
Feb 28, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SYM Class V-1 Common Stock Other -25K -4.58% 521K May 22, 2024 By the Jill Cohen Mill Trust F1, F2, F3, F4
transaction SYM Class A Common Stock Other +25K 25K May 22, 2024 By The Jill Cohen Mill Trust F1, F2, F3, F4
transaction SYM Class A Common Stock Sale -$1.08M -25K -100% $43.26 0 May 22, 2024 By The Jill Cohen Mill Trust F4, F5
holding SYM Class V-1 Common Stock 4.51M May 22, 2024 By Spouse F1, F2, F6

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 SYM Symbotic Holdings Units Other -25K -0.17% 14.4M May 22, 2024 Class A Common Stock 25K By the Jill Cohen Mill Trust F1, F2, F3, F4
holding SYM Symbotic Holdings Units 152M May 22, 2024 Class A Common Stock 152M By the RBC Millennium Trust F1, F7
holding SYM Symbotic Holdings Units 212M May 22, 2024 Class A Common Stock 212M By Spouse F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The term "Symbotic Holdings Units" is used herein to represent limited liability company units of Symbotic Holdings and an equal number of paired shares of Class V-1 Common Stock or Class V-3 Common Stock of the Issuer, which, pursuant to the limited liability company agreement of Symbotic Holdings, are together redeemable by the holder on a one-for-one basis for a share of Class A Common Stock of the Issuer, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions, and in accordance with other terms and conditions set forth in Symbotic Holdings' Second Amended and Restated Limited Liability Company Agreement, dated as of June 7, 2022. Upon redemption, the Issuer will cancel the Symbotic Holdings Units and cancel and retire for no consideration the redeemed shares of Class V-1 Common Stock or Class V-3 Common Stock, as applicable.
F2 Shares of Class V-1 Common Stock of the Issuer have no economic rights and each share of Class V-1 Common Stock entitles its holder to 1 vote per share. Shares of Class V-3 Common Stock of the Issuer have no economic rights and each share of Class V-3 Common Stock entitles its holder to 3 votes per share.
F3 On May 22, 2024, The Jill Cohen Mill Trust sold 25,000 shares of Class A Common Stock (the "Stock Sale"). In connection with the Stock Sale, effective May 22, 2024, The Jill Cohen Mill Trust redeemed 25,000 Symbotic Holdings Units in exchange for an equal number of shares of Class A Common Stock (the "Redemption"). In connection with the Redemption, Symbotic Holdings canceled the Symbotic Holdings Units, and the Issuer canceled and retired for no consideration the redeemed 25,000 shares of Class V-1 Common Stock.
F4 Janet L. Cohen may be considered the beneficial owner of securities held of record by the Jill Cohen Mill Trust. Ms. Cohen is a co-trustee of the Jill Cohen Mill Trust, as to which members of Ms. Cohen's immediate family have a pecuniary interest and may be deemed to have shared voting and investment power. Ms. Cohen disclaims beneficial ownership of such securities except to the extent of her pecuniary interest therein.
F5 In accordance with SEC guidance authorizing aggregate reporting of same-day purchases and sales, the shares were sold in multiple transactions at prices ranging from $43.00 to $43.91 inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 Janet L. Cohen may be considered to have an indirect pecuniary interest in shares of Class V-1 Common Stock held of record by The RBC 2021 4 Year GRAT and by RJJRP Holdings, Inc., in which Ms. Cohen's spouse is the trustee or Chief Executive Officer, as applicable, and to which members of Ms. Cohen's immediate family have a pecuniary interest. Ms. Cohen does not have voting or investment control over such securities and disclaims beneficial ownership of such securities except to the extent that Ms. Cohen may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
F7 Janet L. Cohen may be considered the beneficial owner of securities held of record by the RBC Millennium Trust. Ms. Cohen is a co-trustee and one of the beneficiaries of the RBC Millennium Trust and may be deemed to have shared voting and investment power. Ms. Cohen disclaims beneficial ownership of such securities except to the extent of her pecuniary interest therein.
F8 Janet L. Cohen may be considered to have an indirect pecuniary interest in Symbotic Holdings Units (including the equivalent number of paired shares of Class V-1 or Class V-3 Common Stock) held by the Richard B. Cohen Revocable Trust, RBC 2021 4 Year GRAT and RJJRP Holdings, Inc., in which Ms. Cohen's spouse is the trustee or Chief Executive Officer, as applicable, and to which members of Ms. Cohen's immediate family have a pecuniary interest. Janet L. Cohen does not have voting or investment control over such securities and disclaims beneficial ownership of such securities except to the extent that Ms. Cohen may be considered to have an indirect pecuniary interest therein. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.