Sec Form 4 Filing - SCHEETZ EDWARD @ Presto Automation Inc. - 2022-09-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person SCHEETZ EDWARD 2. Issuer Name and Ticker or Trading Symbol Presto Automation Inc. [ PRST] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 985 INDUSTRIAL ROAD, SUITE 205 3. Date of Earliest Transaction (MM/DD/YY) 09/21/2022 (Street) SAN CARLOS, CA94070 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 09/21/2022 S 686,592 D $ 0.0059 2,058,033 I See footnote( 1 ) Common Stock 09/21/2022 J( 2 ) 1,769,108 D $ 0 288,925 I See footnote( 1 ) Common Stock 326,702( 2 ) D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Warrants to purchase Common Stock $ 11.5 09/21/2022 J( 3 ) 366,650 09/21/2022 09/21/2027 Common Stock 366,650 $ 0 4,083,350 I See footnote( 1 ) Warrants to purchase Common Stock $ 11.5 09/21/2022 S 333,350 09/21/2022 09/21/2027 Common Stock 333,350 $ 0 3,750,000 I See footnote( 1 ) Warrants to purchase Common Stock $ 11.5 09/21/2022 J( 4 ) 3,750,000 09/21/2022 09/21/2027 Common Stock 3,750,000 $ 0 0 I See footnote( 1 ) Warrants to purchase Common Stock $ 11.5 09/21/2022 09/21/2027 Common Stock 705,762 705,762( 4 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SCHEETZ EDWARD 985 INDUSTRIAL ROAD, SUITE 205 SAN CARLOS, CA94070 X X Signatures /s/ Stephen Perry, Attorney-in-fact 09/23/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares reported are owned by Ventoux Acquisition Holdings LLC ("VAH"), for which the Reporting Person and Matthew MacDonald are the managing members and exercise voting and/or dispositive power with respect to such shares. ( 2 )Pro-rata in-kind distribution by VAH to its members. As a result of the distribution, Mr. Scheetz received 326,702 shares distributed by VAH and now owns those shares directly. ( 3 )Cancellation of warrants. ( 4 )Pro-rata in-kind distribution by VAH to its members. As a result of the distribution, Mr. Scheetz received 705,762 warrants distributed by VAH and now owns those warrants directly.

Remarks: Exhibit List - Exhibit 24, Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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