Amended Statement of Changes in Beneficial Ownership (4/a)
07 4월 2023 - 7:16AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
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3235-0287
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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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1. Name and Address of Reporting Person
*
Haldeman Lucas Merwan |
2. Issuer Name and Ticker or Trading Symbol
SmartRent, Inc.
[
SMRT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
8665 E. HARTFORD DRIVE, SUITE 200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/24/2021 |
(Street)
SCOTTSDALE, AZ 85255 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
8/26/2021 |
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Options (Right to Buy) | $0.64 | 8/24/2021 | | A | | 2218729 (1) | | (2)(3) | 11/18/2030 | Class A Common Stock | 2218729 (1) | $0.00 | 2218729 (1) | D | |
Employee Stock Options (Right to Buy) | $0.47 | 8/24/2021 | | A | | 2132420 (4) | | (2)(5) | 8/17/2029 | Class A Common Stock | 2132420 (4) | $0.00 | 2132420 (4) | D | |
Explanation of Responses: |
(1) | On August 26, 2021, the reporting person filed a Form 4 which inadvertently reported that the number of stock options held following the business combination was 2,372,195. However, as reported in this amendment, the correct number of stock options held by the reporting person was 2,218,729. |
(2) | Pursuant to the business combination of Fifth Wall Acquisition Corp. I and SmartRent.com, Inc. ("Legacy SmartRent"), each share of Legacy SmartRent outstanding common and preferred stock and common stock underlying outstanding warrants was automatically converted into shares of the issuer's Class A Common Stock based on a 1-to-4.8846 exchange ratio (the "Exchange Ratio"). In addition, each outstanding Legacy SmartRent equity award was automatically converted into a corresponding equity award of the issuer based on the Exchange Ratio and with the same terms and vesting conditions as the Legacy SmartRent equity awards. |
(3) | The stock options shall vest as follows: one-fourth of shall vest and become exercisable on November 18, 2021, with the remaining shares vesting in equal monthly installments until vested in full. |
(4) | On August 26, 2021, the reporting person filed a Form 4 which inadvertently reported that the number of stock options held following the business combination was 2,237,791. However, as reported in this amendment, the correct number of stock options held by the reporting person was 2,132,420. |
(5) | The stock option is currently vested and exercisable as to 2,043,569 shares with the remaining shares vesting in 1/48 equal monthly installments until fully vested on October 21, 2021. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Haldeman Lucas Merwan 8665 E. HARTFORD DRIVE SUITE 200 SCOTTSDALE, AZ 85255 | X |
| Chief Executive Officer |
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Signatures
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/s/ Lucas Merwan Haldeman | | 4/6/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | 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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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. |
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