Siminoff James W

SEC source: 0001225208-25-000925 · doc4.xml · nonDerivative · entry 1

Siminoff James W · CIK 0001981820 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 2,600

F1 · kind: Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2021 Equity Incentive Plan ("Plan"), each representing the right to receive one share of Issuer's Common Stock upon vesting. The RSUs vest on January 23, 2026, subject to the terms of the Plan.

SEC source: 0001826000-24-000062 · wk-form4_1733176003.xml · nonDerivative · entry 1

Siminoff James W · CIK 0001981820 · Chief Strategy Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,826,635

F1 · shares: Represents shares of the Issuer's common stock repurchased by the Issuer from the Reporting Person pursuant to an Amended and Restated Common Stock Restriction and Repurchase Agreement (the "Repurchase Agreement") entered into between the Issuer and the Reporting Person on November 18, 2024.

F2 · price: Pursuant to the Repurchase Agreement, the Company repurchased the shares at a price of $0.0000508 per share.

F3 · balance_after: Includes 3,815,135 shares of common stock that are subject to restrictions from transfer and an ongoing repurchase right held by the Issuer pursuant to the Repurchase Agreement.

SEC source: 0001826000-24-000039 · wk-form4_1723549776.xml · derivative · entry 1

Siminoff James W · CIK 0001981820 · Chief Strategy Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 8,000,000

Underlying: Common Stock · 8,000,000 shares

Expires not disclosed

F1 · derivative.exercise_date: The Performance Stock Option will conditionally vest in three equal tranches in the event the volume weighted average price of the Issuer's common stock for a period of 60 days equals or exceeds each of $4.00, $5.00 and $6.00 per share, respectively, subject to additional time-based vesting requirements. If the foregoing price thresholds are met, 25% of the shares in the tranche will vest immediately, and the remaining 75% of the shares in the tranche will vest in three equal annual installments thereafter. In addition, to the extent vested, (i) the first tranche will become exercisable in four equal installments on the second, third, fourth and fifth anniversaries of the grant date, (ii) the second tranche will become exercisable in four equal installments on the third, fourth, fifth and sixth anniversaries of the grant date, and (iii) the third tranche will become exercisable in four equal installments on the fourth, fifth, sixth and seventh anniversaries of the grant date.

F1 · derivative.expiration_date: The Performance Stock Option will conditionally vest in three equal tranches in the event the volume weighted average price of the Issuer's common stock for a period of 60 days equals or exceeds each of $4.00, $5.00 and $6.00 per share, respectively, subject to additional time-based vesting requirements. If the foregoing price thresholds are met, 25% of the shares in the tranche will vest immediately, and the remaining 75% of the shares in the tranche will vest in three equal annual installments thereafter. In addition, to the extent vested, (i) the first tranche will become exercisable in four equal installments on the second, third, fourth and fifth anniversaries of the grant date, (ii) the second tranche will become exercisable in four equal installments on the third, fourth, fifth and sixth anniversaries of the grant date, and (iii) the third tranche will become exercisable in four equal installments on the fourth, fifth, sixth and seventh anniversaries of the grant date.

SEC source: 0001225208-24-001257 · doc4.xml · nonDerivative · entry 1

Siminoff James W · CIK 0001981820 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,300

F1 · kind: Restricted Stock Units ("RSUs") granted pursuant to Issuer's 2021 Equity Incentive Plan ("Plan"), each representing the right to recieve one share of Issuer's Common Stock upon vesting. The RSUs vest on January 25, 2025, subject to the terms of the Plan.

SEC source: 0001826000-23-000075 · wk-form4_1688427023.xml · nonDerivative · entry 1

Siminoff James W · CIK 0001981820 · Chief Strategy Officer · 10% owner

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 19,087,175

F1 · shares: Represents shares of the Issuer's common stock issued to the reporting person as partial consideration for the merger among the Issuer, LS Key Merger Sub 1, Inc., a wholly owned subsidiary of the Issuer ("Merger Sub I"), LS Key Merger Sub 2, LLC, a wholly owned subsidiary of the Issuer ("Merger Sub II"), and Honest Day's Work, Inc. ("HDW"), pursuant to which (i) Merger Sub I merged with and into HDW, with HDW continuing as the surviving corporation (the "First Merger"), and subsequently, (ii) HDW merged with and into Merger Sub II, with Merger Sub II continuing as the surviving entity and a wholly owned subsidiary of the Company (together with the First Merger, the "Mergers"). The Mergers closed on July 3, 2023 (the "Closing Date").

F2 · shares: The shares shall be non-transferable until July 3, 2028, subject to certain accelerated releases, including related to the trading price of the Issuer's common stock.

F3 · shares: In connection with the Mergers, the Issuer and the reporting person entered into a stock restriction agreement, pursuant to which, in the event the reporting person ceases to be an employee of the Company prior to July 3, 2028, the Company shall have the right to repurchase all of the reporting person's shares that have not already been released from transfer restriction, subject to certain exceptions.

F4 · price: Received in exchange for shares of HDW capital stock in connection with the Mergers. On the Closing Date, the closing price of the Issuer's common stock was $1.40 per share.