Sec Form 3 Filing - Ekster Lev @ Bowlero Corp. - 2024-01-15

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Ekster Lev
2. Issuer Name and Ticker or Trading Symbol
Bowlero Corp. [ BOWL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President
(Last) (First) (Middle)
7313 BELL CREEK ROAD
3. Date of Earliest Transaction (MM/DD/YY)
01/15/2024
(Street)
MECHANICSVILLE, VA23111
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
Class A Common Stock 11,718 ( 1 ) 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
Performance Stock Unit ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 5,040 D
Stock option (right to buy) $ 15.41 ( 3 ) 01/12/2034 Class A Common Stock 51,605 D
Stock option (right to buy) $ 17.91 ( 3 ) 01/12/2034 Class A Common Stock 51,605 D
Stock option (right to buy) $ 20.41 ( 3 ) 01/12/2034 Class A Common Stock 51,605 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ekster Lev
7313 BELL CREEK ROAD
MECHANICSVILLE, VA23111
President
Signatures
/s/ Jason Cohen, Attorney-in-Fact 01/18/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 5,880 restricted stock units, each of which represents a contingent right to receive one share of Issuer's Class A common stock, par value $0.0001 per share ("Class A Common Stock") and which will vest in one-third installments on each of anniversary of the grant date of the award, subject to continued employment through each such vesting date. Includes 2,071 restricted shares ("Restricted Shares") of Class A Common Stock received pursuant to the Business Combination Agreement in connection with the acquisition by the Issuer of Bowlero Corp. (the "Acquisition"). The Restricted Shares will vest if the closing share price of the Class A Common Stock equals or exceeds $17.50 per share for any 10 trading days within any consecutive 20-trading day period on or prior to the 5-year anniversary of the closing date of the Acquisition, and will otherwise be forfeited on the 5-year anniversary of the closing of the Acquisition.
( 2 )Includes 4,200 performance stock units, each of which will convert to one share of the Issuer's Class A common stock upon achieving a specified price per share on or prior to December 15, 2024, subject to continued employment through December 15, 2024, and 840 performance stock units, each of which will convert to one share of the Issuer's Class A common stock upon achieving a specified price per share on or prior to January 2, 2026, subject to continued employment through January 2, 2026.
( 3 )The option agreement provides that the option will vest and become exercisable in one-third installments on each of the first, second and third anniversaries of the grant date. The option was granted on January 12, 2024.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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