| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 07/01/2021 | 3. Issuer Name and Ticker or Trading Symbol Sharecare, Inc. [ SHCR ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) 07/12/2021 | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 3 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Stock option (right to buy) | 07/01/2021 | 05/06/2026 | Common Stock | 356,293 | 1.05 | I | By CB Daniel Enterprises, LLLP(1) |
| Stock option (right to buy) | 07/01/2021(2) | 12/03/2029 | Common Stock | 142,518 | 1.45 | I | By CB Daniel Enterprises, LLLP(1) |
| Stock option (right to buy) | 07/01/2021(3) | 11/04/2030 | Common Stock | 926,362 | 1.45 | I | By CB Daniel Enterprises, LLLP(1) |
| Stock option (right to buy) | 07/01/2021 | 01/05/2022 | Common Stock | 115,137(4) | 0.94 | D | |
| Stock option (right to buy) | 07/01/2021 | 05/06/2026 | Common Stock | 195,961 | 1.45 | D | |
| Warrants (right to buy) | 09/24/2021 | 07/01/2026 | Common Stock | 11,500 | 11.5 | D | |
| Explanation of Responses: |
| 1. The reporting person is the beneficial owner and has sole voting and investment power over the securities reported herein held by this entity. |
| 2. Includes 23,753 unvested options that become exercisable, if at all, if the price of Sharecare's common stock reaches $10.53 per share. |
| 3. Includes 154,346 unvested options that become exercisable, if at all, if the price of Sharecare's common stock reaches $11.25 per share. |
| 4. The reporting person's original Form 3 inadvertently reported an incorrect number of stock options. This Form 3 amendment is being filed to correct such line item to report the accurate number of stock options held by the reporting person as of the date of the original Form 3. |
| Remarks: |
| Executive Vice President, Finance and Human Resources |
| /s/ Christie J. Miller, Attorney-in-Fact for Reporting Person | 01/04/2022 | |
| ** 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 5 (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. | ||
