Sec Form 4 Filing - A-B Parent LLC @ Bowlero Corp. - 2023-12-12

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
A-B Parent LLC
2. Issuer Name and Ticker or Trading Symbol
Bowlero Corp. [ BOWL]
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)
C/O ATAIROS MANAGEMENT, L.P., 40 MORRIS AVENUE, STE 300
3. Date of Earliest Transaction (MM/DD/YY)
12/12/2023
(Street)
BRYN MAWR, PA19010
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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
Class A Common Stock 12/12/2023 A 18,486 ( 1 ) A $ 0 77,022 I See footnote ( 1 )
Class A Common Stock 63,484,324 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
A-B Parent LLC
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X X
Atairos Group, Inc.
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X
Atairos Partners, L.P.
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X
Atairos Partners GP, Inc.
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X
Angelakis Michael J
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X X
Wagner Rachael A.
C/O ATAIROS MANAGEMENT, L.P.
40 MORRIS AVENUE, STE 300
BRYN MAWR, PA19010
X X
Signatures
A-B Parent LLC /s/ David Caplan Name: David Caplan Title: Vice President 12/14/2023
Signature of Reporting Person Date
Atairos Group, Inc. /s/ David Caplan Name: David Caplan Title: Vice President 12/14/2023
Signature of Reporting Person Date
Atairos Partners, L.P. /s/ David Caplan Name: David Caplan Title: Vice President 12/14/2023
Signature of Reporting Person Date
Atairos Partners GP, Inc. /s/ David Caplan Name: David Caplan Title: Vice President 12/14/2023
Signature of Reporting Person Date
Michael J. Angelakis /s/ David Caplan, attorney-in-fact for Michael Angelakis 12/14/2023
Signature of Reporting Person Date
Rachael Wagner /s/ David Caplan, attorney-in-fact for Rachael Wagner 12/14/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects restricted stock units ("RSUs") acquired from award of Issuer's restricted stock units for non-employee directors pursuant to the Issuer's director compensation policy. Each RSU represents a contingent right to receive one share of Issuer's Class A common stock and will vest on the earlier of (i) December 12, 2024 and (ii) the Issuer's first regular annual meeting following December 12, 2023. Simultaneously with Mr. Angelakis' and Ms. Wagner's receipt of these RSUs, these RSUs were transferred and assigned by Mr. Angelakis and Ms. Wagner to Atairos Management, L.P. ("AMLP"), an affiliate of the reporting person, pursuant to side letter agreements each director previously entered into with AMLP.

Remarks:
This Form 4 is being filed by more than one Reporting Person. Atairos Group, Inc. ("Atairos Inc.") is the sole member of A-B Parent LLC ("A-B Parent"). Atairos Partners, L.P. ("AP"), is the sole voting shareholder of Atairos Inc. Atairos Partners GP, Inc. ("APGP", and together with Atairos Inc., A-B Parent, and AP, the "Atairos Entities") is the general partner of AP. Michael J. Angelakis directly or indirectly controls a majority of the voting power of APGP. Michael J. Angelakis is the Chairman and Chief Executive Officer of Atairos Management, L.P. and Rachael Wagner is a Partner of Atairos Management, L.P. and each serves as a representative of the Atairos Entities on the Board of Directors of the Issuer, and as such, each of the Atairos Entities may be deemed a director by deputization of the Issuer.

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.