Director Martin R Brad was granted 596,833 shares, increasing direct ownership by 0.10% to 2,980,729 units (SEC Form 4)
$WEST
Beverages (Production/Distribution)
Consumer Staples
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Westrock Coffee Co [ WEST ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/30/2024 | ||||||||||||||||||||||||||
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4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 09/30/2024 | A | 3,102 | A | (1) | 2,980,729 | D | |||
| COMMON STOCK | 09/30/2024 | A | 577,467 | A | (1) | 577,467(2) | I | By Martin Family Foundation | ||
| COMMON STOCK | 09/30/2024 | A | 4,066 | A | (1) | 12,822(3) | I | By son | ||
| COMMON STOCK | 09/30/2024 | A | 4,066 | A | (1) | 12,822(3) | I | By son | ||
| COMMON STOCK | 09/30/2024 | A | 4,066 | A | (1) | 12,822(3) | I | By son | ||
| COMMON STOCK | 09/30/2024 | A | 4,066 | A | (1) | 12,821(3) | I | By spouse | ||
| COMMON STOCK | 95,995(4) | I | By RBM Venture Company | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | $11.5 | 09/30/2024 | D | 10,699 | 09/25/2022 | 08/26/2027 | Common Stock | 10,699 | (1) | 0 | D | ||||
| Warrants | $11.5 | 09/30/2024 | D | 1,991,266 | 09/25/2022 | 08/26/2027 | Common Stock | 1,991,266 | (1) | 0 | I | By Martin Family Foundation | |||
| Warrants | $11.5 | 09/30/2024 | D | 14,023 | 09/25/2022 | 08/26/2027 | Common Stock | 14,023 | (1) | 0 | I | By son | |||
| Warrants | $11.5 | 09/30/2024 | D | 14,023 | 09/25/2022 | 08/26/2027 | Common Stock | 14,023 | (1) | 0 | I | By son | |||
| Warrants | $11.5 | 09/30/2024 | D | 14,023 | 09/25/2022 | 08/26/2027 | Common Stock | 14,023 | (1) | 0 | I | By son | |||
| Warrants | $11.5 | 09/30/2024 | D | 14,023 | 09/25/2022 | 08/26/2027 | Common Stock | 14,023 | (1) | 0 | I | By spouse | |||
| Explanation of Responses: |
| 1. On September 30, 2024, pursuant to the Issuer's previously announced exchange offer, the Reporting Person exchanged 2,058,057 warrants for 596,833 shares of the Issuer's common stock ("Common Stock"). The transactions reported herein are exempt pursuant to Rule 16b-3. |
| 2. Represents 577,467 shares of Common Stock held by the Martin Family Foundation, over which Mr. Martin makes investment decisions. |
| 3. Mr. Martin disclaims beneficial ownership of 51,287 shares of Common Stock held by members of Mr. Martin's household, and this report shall not be deemed an admission that Mr. Martin is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
| 4. Represents 95,995 shares of Common Stock owned by RBM Venture Company, of which Mr. Martin owns 100%. |
| /s/ BY: ROBERT P. MCKINNEY AS ATTORNEY-IN-FACT FOR R. BRAD MARTIN | 10/01/2024 | |
| ** 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 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. | ||