SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Werdelin Henrik

(Last) (First) (Middle)
221 CANAL STREET

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Original Bark Co [ BARK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Strategy Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/01/2021 A 18,674(1) A (1) 18,674 D
Common Stock 06/01/2021 A 11,040,385(2) A (2) 11,040,385 I By LLC(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Stock Option (right to buy) $1.02 06/01/2021 A 792,338 (3) 07/18/2028 Common Stock 792,338 $0.00 792,338 D
Stock Option (right to buy) $1.37 06/01/2021 A 874,256 (4) 10/10/2029 Common Stock 874,256 $0.00 874,256 D
Explanation of Responses:
1. The shares of Common Stock were received in exchange for shares of common stock of Barkbox, Inc. ("BARK") in connection with the merger of BARK with and into a wholly owned subsidiary of the Issuer (the "Merger"), which were issued in connection with the conversion of BARK's convertible promissory notes held by the Reporting Person.. On the closing date of the Merger, the price of the Company's Common Stock was $11.24 per share.
2. The shares of Common Stock were received in exchange for 1,262,831 shares of common stock of BARK in connection with the Merger. The shares are held by Prehype Ventures LLC. The Reporting Person is the managing member of Prehype Ventures LLC and has sole voting and investment power with regard to the shares held by Prehype Ventures LLC.
3. The Stock Option was received in exchange for an option to purchase 90,630 shares of common stock of BARK in connection with the Merger. The Stock Option is fully vested.
4. The Stock Option was received in exchange for an option to purchase 100,000 shares of common stock of BARK in connection with the Merger. The Stock Option shall vest over a four-year period in 48 equal monthly installments after July 1, 2019, provided, that the Reporting Person remains in continuous service on each such vesting date. The Stock Option is also subject to acceleration in the event the Reporting Person is subject to a qualifying involuntary termination of employment in connection with the sale of the Issuer.
Remarks:
/s/ Matthew S. Miller, Attorney-in-Fact 06/03/2021
** 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.
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