Boston Omaha (BOC) Form 4 Yellowstone Acquisition / Adam K Peterson ownership change

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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

Peterson Adam K

(Last) (First) (Middle)

C/O BOC YELLOWSTONE LLC

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Yellowstone Acquisition Co [ YSACU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Co-Chairman, Co-CEO, Co-Pres.

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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

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
Class B common stock, par value $0.001 per share	(1)	11/16/2020		J(2)			206,250	(1)	(1)	Class A common stock, par value $0.001 per share	206,250(1)	(2)	3,593,750(3)	I	See Footnote(2)
Class B common stock, par value $0.001 per share	(1)	11/16/2020		J(2)		206,250		(1)	(1)	Class A common stock, par value $0.001 per share	206,250(1)	(2)	3,593,750(3)	I	See Footnote(2)

1. Name and Address of Reporting Person^*

Peterson Adam K

(Last) (First) (Middle)

C/O BOC YELLOWSTONE LLC

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BOC Yellowstone LLC

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BOC Yellowstone II LLC

(Last) (First) (Middle)

C/O BOC YELLOWSTONE LLC

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BOSTON OMAHA Corp

(Last) (First) (Middle)

1601 DODGE STREET, SUITE 3300

(Street)

OMAHA NE 68102

(City) (State) (Zip)

Explanation of Responses:

1. The Class B common stock will automatically convert into the Issuer's Class A common stock at the time of the Issuer's initial business combination on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights, and has no expiration date

2. On November 16, 2020, BOC Yellowstone LLC transferred to BOC Yellowstone II LLC, its wholly owned subsidiary, 206,250 shares of Class B common stock for no consideration. Following such transfer, 206,250 of the reported shares and their applicable underlying derivative securities are held directly by BOC Yellowstone II LLC and the remaining reported shares and derivative securities are held directly by BOC Yellowstone LLC. BOC Yellowstone LLC is the sole managing member of BOC Yellowstone II LLC, and Adam K. Peterson and Alex B. Rozek are the managers of BOC Yellowstone LLC, which is owned by Boston Omaha Corporation. As such, they may be deemed to have or share beneficial ownership of the Class B common stock held directly by BOC Yellowstone LLC and BOC Yellowstone II LLC. Each such person disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest they may have therein, directly or indirectly.

3. Includes up to 468,750 shares of Class B common stock held directly by BOC Yellowstone LLC that are subject to forfeiture if the underwriters in the Issuer's initial public offering do not exercise their over-allotment option in full or in part. The amount of 3,593,750 shares of Class B common stock corrects the total of 4,312,500 shares of Class B common stock as reported on the Reporting Persons' Form 3 filed with the Securities and Exchange Commission on October 21, 2020. Subsequent to the filing of such Form 3 but prior to the effectiveness of the Issuer's initial public offering, the 4,312,500 share figure was reduced to 3,593,750 shares when the size of the Issuer's initial public offering was reduced.

	/s/ Adam K. Peterson	11/18/2020
	BOC Yellowstone LLC, By: /s/ Adam K. Peterson, its Manager	11/18/2020
	BOC Yellowstone II LLC, By: BOC Yellowstone, LLC, its Managing Member By: /s/ Adam K. Peterson, its Manager	11/18/2020
	Boston Omaha Corporation By: /s/ Adam K. Peterson, its Co-Chief Executive Officer	11/18/2020
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.