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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants (Right to Buy) | $ 11.50 | 03/17/2022 | P | 714,285 | 09/17/2022 | (5) | Common Stock | 714,285.00 | (5) | 714,285 | I | By The Glockner Chevrolet Company (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Glockner Timothy C/O PURECYCLE TECHNOLOGIES, INC. 5950 HAZELTINE NATIONAL DRIVE, SUITE 650 ORLANDO, FL 32822 |
X |
Brad S. Kalter as attorney-in-fact for Timothy Glockner | 03/22/2022 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These shares were purchased by the Reporting Person a part of a $250 million Private Investment in a Public Equity (PIPE) transaction consummated on March 17, 2022. |
(2) | The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
(3) | By self as co-trustee for the benefit of my children with respect to 845,614 shares in the Barbara G. Glockner Trust fbo Timothy E. Glockner. I am a contingent remainderman with respect to this trust, but disclaim beneficial ownership of the securities held within this trust. This report shall not be deemed an admission that I am the beneficial owner of the securities held within these trusts for purposes of Section 16 or for any other purpose. |
(4) | By self as trustee for my benefit under the Timothy E. Glockner Revocable Trust. |
(5) | The securities reported in this Form 4 were acquired in the PIPE Offering in a combination of one share of the Company's common stock, par value $0.001 per share ("Common Stock"), and an accompanying one-half of one warrant to purchase one share of Common Stock (the "Warrants"), at a combined price of $7.00. The Warrants will expire on the earlier of (i) March 17, 2026 and (ii) the date fixed for redemption of the Warrants. |