SEC Form 4: Heyer Andrew R bought $600,000 worth of shares (200,000 units at $3.00), increasing direct ownership by 7% to 1,473,513 units
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| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
biote Corp. [ BTMD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/09/2023 | ||||||||||||||||||||||||||
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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 | ||||||
| Class A Common Stock | 01/09/2023 | P | 100,000 | A | $3 | 1,473,513 | D | |||
| Class A Common Stock | 01/09/2023 | P | 100,000 | A | $3 | 345,201 | I | By Heyer Investment Management, LLC(1) | ||
| Class A Common Stock | 61,298 | I | By Trust(2) | |||||||
| Class A Common Stock | 61,298 | I | By Trust(3) | |||||||
| Class A Common Stock | 61,298 | I | By Trust(4) | |||||||
| Class A Common Stock | 61,298 | I | By Trust(5) | |||||||
| Class A Common Stock | 153,250 | I | By Trust(6) | |||||||
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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 | ||||||||
| Explanation of Responses: |
| 1. The securities are directly held by Heyer Investment Management, LLC, of which the Reporting Person is the managing member. The Reporting Person has voting and dispositive power over these securities. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of these securities. |
| 2. The securities are directly held by the Harris Reid Trust, of which the Reporting Person is a trustee. The Reporting Person has voting and dispositive power over these securities. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of these securities. |
| 3. The securities are directly held by the James Heyer Trust, of which the Reporting Person is a trustee. The Reporting Person has voting and dispositive power over these securities. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of these securities. |
| 4. The securities are directly held by the Peter Justin Heyer Trust, of which the Reporting Person is a trustee. The Reporting Person has voting and dispositive power over these securities. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of these securities. |
| 5. The securities are directly held by the William Heyer Trust, of which the Reporting Person is a trustee. The Reporting Person has voting and dispositive power over these securities. Accordingly, the Reporting Person may be deemed to have or share beneficial ownership of these securities. |
| 6. The securities are directly held by the Mindy B. Heyer 2021 Grantor Retained Annuity Trust, of which the Reporting Person's spouse is the sole trustee, grantor and recipient of annuity payments. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report should not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| Remarks: |
| /s/ Marybeth Conlon, as Attorney-in-Fact for Andrew R. Heyer | 01/10/2023 | |
| ** 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. | ||