Schwab Charles R. - 31 Mar 2025 Form 4 Insider Report for Local Bounti Corporation/DE (LOCL)

Role
10%+ Owner
Signature
/s/ Charles R. Schwab
Issuer symbol
LOCL
Transactions as of
31 Mar 2025
Transactions value $
$24,000,000
Form type
4
Filing time
02 Apr 2025, 17:14:56
Previous filing
04 Mar 2025
Next filing
29 Apr 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LOCL Common Stock Purchase $3.4M +1.7M $2.00 1.7M 31 Mar 2025 By LLC F1
holding LOCL Common Stock 271K 31 Mar 2025 By Trust F2
holding LOCL Common Stock 10.8K 31 Mar 2025 By LLC F3
holding LOCL Common Stock 858K 31 Mar 2025 By LLC F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LOCL Series A Non-Voting Convertible Preferred Stock Purchase $20.6M +10.3M $2.00 10.3M 31 Mar 2025 Common Stock 10.3M By LLC F1, F5, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares owned by U.S. Bounti, LLC.
F2 Shares owned by The Charles & Helen Schwab Living Trust U/A DTD 11/22/1985 (the "Trust") of which the insider and his spouse are trustees and beneficiaries.
F3 Shares owned by Olive Street Ventures LLC. The Reporting Person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
F4 Shares owned by Live Oak Ventures, LLC.
F5 On March 31, 2025, U.S. Bounti, LLC, certain other purchasers and Local Bounti Corporation (the "Issuer") entered into an agreement (the "Securities Purchase Agreement") under which U.S. Bounti, LLC purchased from the Issuer 10,299,277 shares of Series A Non-Voting Convertible Preferred Stock ("Preferred Stock") at a price of $2 per share. (Con't in Footnote 6)
F6 Pursuant to the terms of the Securities Purchase Agreement, the Issuer will submit to its stockholders the approval of the issuance of Common Stock issuable upon conversion of the Preferred Stock into shares of Common Stock at its 2025 annual meeting of stockholders (the "Conversion Proposal"). Prior to such approval of the Conversion Proposal, the number of shares of Common Stock issuable upon conversion of the Preferred Stock, when aggregated with the number of shares of Common Stock issued at the closing of the Securities Purchase Agreement, will not exceed 19.99% of the Issuer's issued and outstanding Common Stock. Following such approval of the Conversion Proposal, each share of Preferred Stock will automatically convert into one share of Common Stock. The Preferred Stock is redeemable at the option of the holder at the purchase price if not automatically converted within one year from the date of issuance. The Preferred Stock has no expiration date.