Filing Details
- Accession Number:
- 0001213900-21-048940
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-09-20 20:10:39
- Reporting Period:
- 2021-09-16
- Accepted Time:
- 2021-09-20 20:10:39
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1779020 | Danimer Scientific Inc. | DNMR | Plastic Materials, Synth Resins & Nonvulcan Elastomers (2821) | 841924518 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1836749 | Scott Tuten | C/O Danimer Scientific, Inc. 140 Industrial Boulevard Bainbridge GA 39817 | Chief Marketing Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock ("Common Stock") | Acquisiton | 2021-09-16 | 9,200 | $0.00 | 532,651 | No | 4 | A | Direct | |
| Common Stock | Acquisiton | 2021-09-17 | 10,000 | $3.28 | 542,651 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2021-09-17 | 10,000 | $16.56 | 532,651 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | A | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Option | Disposition | 2021-09-17 | 10,000 | $0.00 | 10,000 | $3.28 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 51,249 | 2026-06-30 | No | 4 | M | Direct |
Footnotes
- Pursuant to the Agreement and Plan of Merger, dated as of October 3, 2020, by and among Live Oak Acquisition Corp., a Delaware corporation ("Live Oak"), Green Merger Corp., a Georgia corporation and wholly owned subsidiary of Live Oak, Meredian Holdings Group Inc., a Georgia corporation ("MHG"), Live Oak Sponsor Partners, LLC, as representative for Live Oak, and John A. Dowdy, Jr., as representative of the shareholders of the Issuer, as amended by Amendment No. 1, dated as of October 8, 2020, and Amendment No. 2, dated as of December 11, 2020 (as so amended, the "Merger Agreement"), by and among all the parties thereto, pursuant to which MHG became a direct, wholly-owned subsidiary of Live Oak, which subsequently changed its name to Danimer Scientific, Inc. (the "Issuer"), the Reporting Person is entitled to receive Reporting Person's pro rata portion of up to 6,000,000 Earn-Out Shares (as defined in the Merger Agreement) issuable among three tranches to MHG's shareholders based on the volume weighted average price of Issuer's stock price exceeding certain specified thresholds beginning on the six-month anniversary of the closing of the Merger.
- (continuation of footnote 1) The condition for the first tranche of 2,500,000 Earn-Out Shares has been satisfied and the Reporting Person received Reporting Person's pro rata shares of such Earn-Out Shares on September 16, 2021. The issuance of shares of the Issuer as merger consideration in the Merger, including the receipt of the Earn-Out Shares reported on this Form 4, was approved by Issuer's board of directors in December 2020 and is exempt under Rule 16b-3.
- Includes 377,259 restricted shares of the Common Stock granted under a previously disclosed restricted stock award.
- This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Tuten on June 25, 2021. The Reporting Person exercised no discretion with respect to the sale. Proceeds from the sale were used to pay the exercise price of stock options, pursuant to a broker-assisted cashless exercise, and applicable withholding taxes.
- The September 17, 2021 sale of 10,000 shares of Common Stock was executed in multiple trades at prices ranging from $16.37 to $16.64. The price reported above reflects the volume-weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transaction was effected.
- The options are fully vested and currently exercisable.
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