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Filing Details

Accession Number:: 0000899243-23-017565
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-07-27 20:32:17
Reporting Period:: 2023-07-24

Accepted Time:: 2023-07-27 20:32:17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1837240	Symbotic Inc.	SYM	General Industrial Machinery & Equipment, Nec (3569)	981572401

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1932967	A David Ladensohn	C/O Symbotic Inc., 200 Research Drive Wilmington MA 01887		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class V-1 Common Stock	Disposition	2023-07-24	6,362,808	$0.00	1,534,149	No	4	J	Indirect	As Trustee for securities held by Trust
Class V-3 Common Stock	Disposition	2023-07-24	7,897,442	$0.00	192,597,449	No	4	J	Indirect	As Trustee for securities held by Trust
Class A Common Stock	Acquisiton	2023-07-24	14,260,250	$0.00	14,260,250	No	4	J	Indirect	As Trustee for securities held by Trust
Class A Common Stock	Disposition	2023-07-25	14,260,250	$28.05	0	No	4	S	Indirect	As Trustee for securities held by Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	As Trustee for securities held by Trust
No	4	J	Indirect	As Trustee for securities held by Trust
No	4	J	Indirect	As Trustee for securities held by Trust
No	4	S	Indirect	As Trustee for securities held by Trust

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Symbotic Holdings Units	Disposition	2023-07-24	14,260,250	$0.00	14,260,250	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
194,131,598			No	4	J	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	25,000	Indirect	By Spouse
Class A Common Stock	5,100	Indirect	By Trust
Class A Common Stock	50,000	Indirect	By Ladensohn Family Investments, Ltd.
Class A Common Stock	25,000	Indirect	By David A. Ladensohn Roth IRA

Footnotes

On July 25, 2023, The RBC Millennium Trust sold 14,260,250 shares of Class A Common Stock (the "Stock Sale") for an aggregate purchase price of $400,000,000. In anticipation of the Stock Sale, on July 24, 2023, The RBC Millennium Trust redeemed 14,260,250 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 LLC ("Symbotic Holdings") cancelled the Symbotic Holdings Units and the Issuer cancelled and retired for no consideration the redeemed 6,362,808 shares of Class V-1 Common Stock and 7,897,442 shares of Class V-3 Common Stock.
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 retire for no consideration the redeemed shares of Class V-1 Common Stock or Class V-3 Common Stock, as applicable.
(Continued from Footnote 2) 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.
Following the Stock Sale and the Redemption, David A. Ladensohn may be considered the beneficial owner of (i) 153,647,127 shares of Class V-3 Common Stock held of record by The RBC Millennium Trust, for which the Reporting Person serves as co-trustee with Janet L. Cohen, and may be deemed to have shared voting and investment power therein, (ii) 13,858,144 shares of Class V-3 Common Stock and 545,835 shares of Class V-1 Common Stock held of record by The Jill Cohen Mill Trust, for which the Reporting Person serves as co-trustee with Janet L. Cohen, and may be deemed to have shared voting and investment power therein, (iii) 12,477,024 shares of Class V-3 Common Stock and 491,436 shares of Class V-1 Common Stock held of record by The 2014 QSST F/B/O Perry Cohen,
(Continued from Footnote 4) for which the Reporting Person serves as trustee, (iv) 12,615,154 shares of Class V-3 Common Stock and 496,878 shares of Class V-1 Common Stock held of record by The 2014 QSST F/B/O Rachel Cohen Kanter, for which the Reporting Person serves as trustee and, in each case, an equal number of the paired Symbotic Holdings Units.
The Reporting Person may be considered to have an indirect pecuniary interest in 25,000 shares of Class A Common Stock held by the Alice C. Panitz Residuary Trust (the "Spousal Shares"), in which the Reporting Person's spouse has a pecuniary interest. The Reporting Person does not have voting or investment control over the shares and disclaims beneficial ownership of the shares held by the Alice C. Panitz Residuary Trust except to the extent that the Reporting Person may be considered to have an indirect pecuniary interest therein. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of the Spousal Shares for purposes of Section 16 of the Exchange Act or for any other purpose.
The Reporting Person may be considered the beneficial owner of 5,100 shares of Class A Common Stock held by the Eliza Ladensohn New Hampshire Trust, for which the Reporting Person acts as trustee and members of the Reporting Person's immediate family have a pecuniary interest therein. The Reporting Person disclaims beneficial ownership of such securities except for his pecuniary interests therein.
The Reporting Person may be considered the beneficial owner of 50,000 shares of Class A Common Stock held directly by Ladensohn Family Investments, Ltd., of which he is one of the general partners. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
The Reporting Person specifically disclaims beneficial ownership of the securities reported herein except to the extent of his or her pecuniary interest therein, if any. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of any securities reported herein.