SEC Form 4 · accession 0001104659-15-057565
AgroFresh Solutions, Inc. · AGFS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
BOULEVARD ACQUISITION SPONSOR, LLC
10% Owner
Period of report
Aug 5, 2015
Accepted (ET)
Aug 7, 2015 · 11:50 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001592016
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Aug 5, 2015 | J | 418,950 | $0.00 | D | 5,038,425 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1418,950 of the shares held by Boulevard Acquisition Sponsor, LLC ("Boulevard Acquisition") securities were distributed and transferred to a former member of Boulevard Acquisition, without consideration. The shares distributed are subject to the same restrictions on transfer as the remaining shares held by Boulevard Acquisition.
- F2In addition, 25% of the shares held by Boulevard Acquisition are subject to forfeiture on (x) the fifth anniversary of the Closing Date of the Issuer's business combination (as such term is defined in the Issuer's Current Report on Form-8K (File No:151034167) filed with the Securities and Exchange Commission on August 6, 2015), or (y) such time subsequent to the first anniversary of the completion of the Issuer's business combination as the last sales price of the Issuer 's Common Stock equals or exceeds $13.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like).
- F3The securities are held directly by Boulevard Acquisition, and indirectly by Marc Lasry and Sonia Gardner, who are the managing members of Boulevard Acquisition Sponsor, LLC. Each of Mr. Lasry and Ms. Gardner disclaim beneficial ownership of such securities except to the extent of their respective pecuniary interest therein.