| 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) 08/26/2022 | 3. Issuer Name and Ticker or Trading Symbol Westrock Coffee Co [ WEST ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
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 | 23,163,104(1)(2) | I | See Footnote(1)(2) |
| 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 | ||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Scott T. Ford is the Chief Executive Officer of the Issuer and a member of its board of directors. Westrock Group, LLC ("Westrock Group") is the holder of record of 23,163,104 shares of common stock, par value $0.01 per share, of the Issuer ("Common Stock"). |
| 2. Consists of 23,163,104 shares of Common Stock, which are held of record by Westrock Group. Greenbrier Holdings, LLC ("Greenbrier") is the manager of Westrock Group and as such has voting and investment power over the shares of Common Stock held by Westrock Group. Scott T. Ford is the sole member and manager of Greenbrier and as such may be deemed to exercise voting and investment control over the shares of Common Stock held by Westrock Group. Mr. Ford and Greenbrier each disclaims beneficial ownership over all shares held by Westrock Group over which they do not have a pecuniary interest and this report shall not be deemed an admission that Mr. Ford or Greenbrier is the beneficial owner of the disclaimed securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| Remarks: |
| Exhibit 24 - Power of Attorney (Scott T. Ford) Exhibit 24 - Power of Attorney (Westrock Group, LLC) Exhibit 24 - Power of Attorney (Greenbrier Holdings, LLC) Exhibit 99 - Signatures |
| /s/ See Exhibit 99.1 | 08/26/2022 | |
| ** 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. | ||
